SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
SCHEDULE 13D
(Amendment No. 3)
Under the Securities Exchange Act of 1934
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
369730-10-6
(CUSIP number)
Herbert F. Imhoff
General Employment Enterprises, Inc.
One Tower Lane
Suite 2100
Oakbrook Terrace, Illinois 60181-4600
(630) 954-0400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 14, 1996
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4),
check the following box [ ].
(Continued on following pages)
Page 1 of 6 Pages
<PAGE> 2 of 22
CUSIP No. 369730-10-6 13D Page 2 of 6 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Herbert F. Imhoff
S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
7 NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
SOLE VOTING POWER
739,124
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
739,124
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27.9%
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
27.9%
14 TYPE OF REPORTING PERSON
IN
<PAGE> 3 of 22
Page 3 of 6 Pages
This Amendment No. 3 to the Statement on Schedule 13D is
being filed pursuant to Section 13(d) of the Securities Exchange Act
of 1934 and the rules and regulations promulgated thereunder. Except
as amended herein, the Schedule 13D, as amended, previously filed
remains unchanged.
This Amendment No. 3 is the first electronic amendment to a
paper format Schedule 13D. Accordingly, pursuant to Rule
101(a)(2)(ii) of Regulation S-T, Mr. Imhoff's original Statement on
Schedule 13D and Amendments No. 1 and 2 thereto are also filed
herewith as Exhibits 99.1, 99.2 and 99.3, respectively, to Amendment
No. 3 in order to restate the entire text of such previously filed
paper Schedule 13D and Amendments.
Item 1. Security and Issuer.
-------------------
This Amendment No. 3 amends the Statement on Schedule 13D
and Amendments No. 1 and 2 thereto relating to the common stock, no
par value (the "Shares"), of General Employment Enterprises, Inc., an
Illinois corporation (the "Company") previously filed by Herbert F.
Imhoff.
Item 2. Source and Amount of Funds or Other Consideration.
-------------------------------------------------
As disclosed in his original Schedule 13D filing, Mr. Imhoff
obtained an unsecured loan in the amount of $201,500 from a bank in
the ordinary course of business in connection with the Shares he
acquired on July 14, 1990. As disclosed in Amendment No. 2 to the
Statement on Schedule 13D, as of January 8, 1991, the outstanding
<PAGE> 4 of 22
Page 4 of 6 Pages
balance of the loans was secured by 168,753 Shares owned by
Mr. Imhoff. As of August 14, 1996, the outstanding balance of the
loan was repaid in full and none of the Shares owned by Mr. Imhoff
were pledged.
Item 3. Interest in Securities of the Issuer.
------------------------------------
(a) As of the date hereof, Mr. Imhoff owned 739,124 Shares,
representing approximately 27.9% of the 2,651,796 Shares outstanding
as of December 31, 1996 (based upon the number of Shares reported
outstanding in the Company's Quarterly Report on Form 10-Q for the
fiscal quarter ended December 31, 1996).
(b) Mr. Imhoff has the sole power to vote and to dispose of
the 739,124 Shares reflected herein.
(c) Since the filing of Amendment No. 2 to the Statement on
Schedule 13D, the following transactions have been effected by
Mr. Imhoff:
<PAGE> 5 of 22
Page 5 of 6 Pages
Type of Number of Price per
Transaction Date Shares Share
Purchase 9/13/93 88 $ 2.5625
Stock dividend 11/14/94 76,812 N/A
Gift 12/29/94 6,000 N/A
Stock dividend 11/3/95 87,433 N/A
Option exercise 5/2/96 39,675 1.70
Sale 5/3/96 13,750 11.70
Sale 5/6/96 25,925 12.65
Sale 5/13/96 25,000 16.00
Stock dividend 11/1/96 96,798 N/A
Gift 12/31/96 3,000 N/A
(d)-(e) Not applicable.
Item 7. Material to be filed as Exhibits.
---------------------------------
99. Statement on Schedule 13D filed by Herbert F. Imhoff
dated July 14, 1990.
99.1 Amendment No. 1 to the Statement on Schedule 13D filed
by Herbert F. Imhoff dated November 30, 1990.
99.2 Amendment No. 2 to the Statement on Schedule 13D filed
by Herbert F. Imhoff dated January 8, 1991.
<PAGE> 6 of 22
Page 6 of 6 Pages
SIGNATURE
---------
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is
true, complete and correct.
Date: April 1, 1997
By: /s/ HERBERT F. IMHOFF
--------------------------
Herbert F. Imhoff
<PAGE> 7 of 22
EXHIBIT 99.1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
SCHEDULE 13D
(Amendment No. _____)
Under the Securities Exchange Act of 1934
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
369730-10-6
(CUSIP number)
Herbert F. Imhoff
General Employment Enterprises, Inc.
One Tower Lane
Suite 2100
Oakbrook Terrace, Illinois 60181-4600
(630) 954-0400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 14, 1990
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4),
check the following box [ ].
Check the following box if a fee is being paid with the statement
[x].
(Continued on following pages)
Page 1 of 6 Pages
<PAGE> 8 of 22
CUSIP No. 369730-10-6 13D Page 2 of 6 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Herbert F. Imhoff
S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
BK
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
7 NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
SOLE VOTING POWER
488,909
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
488,909
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
30.7%
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [x]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
30.7%
14 TYPE OF REPORTING PERSON
IN
<PAGE> 9 of 22
Page 3 of 6 Pages
Item 1. Security and Issuer.
-------------------
This statement relates to the common stock, no par value
(the "Shares"), of General Employment Enterprises, Inc., an Illinois
corporation (the "Company"). The principal executive offices of the
Company are located at One Tower Lane, Oakbrook Terrace, Illinois
60181.
Item 2. Identity and Background.
-----------------------
This statement is being filed by Herbert F. Imhoff, Chairman
of the Board and President of the Company. Mr. Imhoff's business
address is One Tower Lane, Oakbrook Terrace, Illinois 60181.
Mr. Imhoff is a United States citizen.
During the past five years, Mr. Imhoff (1) has not been
convicted in any criminal proceedings and (2) was not a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which he was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
-------------------------------------------------
Mr. Imhoff purchased a total of 50,475 Shares (the "Acquired
Shares") in a private transaction for an aggregate purchase price of
$201,900. Mr. Imhoff borrowed the funds utilized to effect the
acquisition from a bank in the ordinary course of business.
<PAGE> 10 of 22
Page 4 of 6 Pages
Item 4. Purpose of Transaction.
----------------------
Mr. Imhoff purchased the Acquired Shares as an investment in
the Company.
Mr. Imhoff has no plans or proposals which would result in
any of the actions specified in clauses (a) through (j) of Item 4 of
Schedule 13D.
Item 5. Interest in Securities of the Issuer.
------------------------------------
(a) As of the date hereof, Mr. Imhoff owned 488,909 Shares,
representing approximately 30.7% of the 1,591,681 Shares outstanding
as of March 31, 1990 (based upon the number of Shares reported
outstanding in the Company's Quarterly Report on Form 10-Q for the
fiscal quarter ended March 31, 1990). Mr. Imhoff disclaims beneficial
ownership of the 2,423 Shares owned by his wife.
(b) Mr. Imhoff has the sole power to vote and to dispose of
the 488,909 Shares reflected herein.
(c) In the last 60 days, Mr. Imhoff purchased Shares as
follows: 50,475 Shares on July 14, 1990 at $4.00 per share in a
private transaction.
(d)-(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
-------------------------------------------------------
Not applicable.
<PAGE> 11 of 22
Page 5 of 6 Pages
Item 7. Material to be Filed as Exhibits.
--------------------------------
Not applicable.
<PAGE> 12 of 22
Page 6 of 6 Pages
SIGNATURE
---------
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is
true, complete and correct.
Date: July 24, 1990.
By: /s/ HERBERT F. IMHOFF
------------------------------
Herbert F. Imhoff
<PAGE> 13 of 22
EXHIBIT 99.2
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
SCHEDULE 13D
(Amendment No. 1)
Under the Securities Exchange Act of 1934
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
369730-10-6
(CUSIP number)
Herbert F. Imhoff
General Employment Enterprises, Inc.
One Tower Lane
Suite 2100
Oakbrook Terrace, Illinois 60181-4600
(630) 954-0400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 30, 1990
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4),
check the following box [ ].
(Continued on following pages)
Page 1 of 5 Pages
<PAGE> 14 of 22
CUSIP No. 369730-10-6 13D Page 2 of 5 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Herbert F. Imhoff
S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
BK
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
7 NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
SOLE VOTING POWER
511,993
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
511,993
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
32.2%
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [x]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
32.2%
14 TYPE OF REPORTING PERSON
IN
<PAGE> 15 of 22
Page 3 of 5 Pages
This Amendment No. 1 to the Statement on Schedule 13D is
being filed pursuant to Section 13(d) of the Securities Exchange Act
of 1934 and the rules and regulations promulgated thereunder. Except
as amended herein, the Schedule 13D previously filed remains
unchanged.
Item 1. Security and Issuer.
-------------------
This Amendment No. 1 amends the Statement on Schedule 13D
relating to the common stock, no par value (the "Shares"), of General
Employment Enterprises, Inc., an Illinois corporation (the "Company")
previously filed by Herbert F. Imhoff.
Item 3. Source and Amount of Funds or Other Consideration.
-------------------------------------------------
The funds ($78,250) utilized to acquire the Shares described
under Item 5(c) hereof were borrowed by Mr. Imhoff from a bank in the
ordinary course of business.
Item 5. Interest in Securities of the Issuer.
------------------------------------
(a) As of the date hereof, Mr. Imhoff owned 511,993 Shares,
representing approximately 32.2% of the 1,591,681 Shares outstanding
as of June 30, 1990 (based upon the number of Shares reported
outstanding in the Company's Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 1990). Mr. Imhoff disclaims beneficial
ownership of the 2,423 Shares owned by his wife.
(b) Mr. Imhoff has the sole power to vote and to dispose of
the 511,993 Shares reflected herein.
<PAGE> 16 of 22
Page 4 of 5 Pages
(c) In the last 60 days, Mr. Imhoff purchased Shares as
follows:
Number of Price Per
Date Shares Share
----- -------- ---------
11/21/90 2,000 2.625
11/21/90 3,000 2.5
11/21/90 5,000 2.75
11/30/90 8,000 4.125
12/3/90 5,000 3.75
(d)-(e) Not applicable.
<PAGE> 17 of 22
Page 5 of 5 Pages
SIGNATURE
---------
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is
true, complete and correct.
Date: December 5, 1990.
By: /s/ HERBERT F. IMHOFF
--------------------------
Herbert F. Imhoff
<PAGE> 18 of 22
EXHIBIT 99.3
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
SCHEDULE 13D
(Amendment No. 2)
Under the Securities Exchange Act of 1934
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
369730-10-6
(CUSIP number)
Herbert F. Imhoff
General Employment Enterprises, Inc.
One Tower Lane
Suite 2100
Oakbrook Terrace, Illinois 60181-4600
(630) 954-0400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 8, 1991
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4),
check the following box [ ].
(Continued on following pages)
Page 1 of 4 Pages
<PAGE> 19 of 22
CUSIP No. 369730-10-6 13D Page 2 of 4 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Herbert F. Imhoff
S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
BK
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
7 NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
SOLE VOTING POWER
511,993
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
511,993
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
32.2%
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [x]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
32.2%
14 TYPE OF REPORTING PERSON
IN
<PAGE> 20 of 22
Page 3 of 4 Pages
This Amendment No. 2 to the Statement on Schedule 13D is
being filed pursuant to Section 13(d) of the Securities Exchange Act
of 1934 and the rules and regulations promulgated thereunder. Except
as amended herein, the Schedule 13D previously filed remains
unchanged.
Item 1. Security and Issuer.
-------------------
This Amendment No. 2 amends the Statement on Schedule 13D
and Amendment No. 1 thereto relating to the common stock, no par value
(the "Shares"), of General Employment Enterprises, Inc., an Illinois
corporation (the "Company") previously filed by Herbert F. Imhoff.
Item 3. Source and Amount of Funds or Other Consideration.
-------------------------------------------------
As disclosed in his original Schedule 13D filing, Mr. Imhoff
obtained an unsecured loan in the amount of $201,500 from a bank in
the ordinary course of business in connection with the Shares he
acquired on July 14, 1990. As of January 8, 1991, the outstanding
balance of this loan was secured by 168,753 Shares owned by Mr.
Imhoff.
<PAGE> 21 of 22
Page 4 of 4 Pages
SIGNATURE
---------
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is
true, complete and correct.
Date: January 14, 1991.
By: /s/ HERBERT F. IMHOFF
--------------------------
Herbert F. Imhoff
<PAGE> 22 of 22
SCHIFF HARDIN & WAITE
7200 Sears Tower
Chicago, IL 60606
April 11, 1997
VIA EDGAR
---------
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Herbert F. Imhoff - Statement on Schedule 13D
Relating to General Employment Enterprises, Inc.
------------------------------------------------
Ladies and Gentlemen:
Accompanying this letter for filing pursuant to the Securities
Act of 1933, as amended, is a conformed copy of Amendment No. 3 to the
Statement on Schedule 13D filed by Herbert F. Imhoff relating to the
Common Stock, no par value, of General Employment Enterprises, Inc. A
manually executed signature page has been executed prior to the time
of this electronic filing and will be retained by Mr. Imhoff for five
years.
This Amendment No. 3 is the first electronic amendment to a paper
format Schedule 13D. Accordingly, pursuant to Rule 101(a)(2)(ii) of
Regulation S-T, Mr. Imhoff's original Statement on Schedule 13D and
Amendments No. 1 and 2 thereto are also filed herewith as Exhibits
99.1, 99.2 and 99.3, respectively, to Amendment No. 3 in order to
restate the entire text of such previously filed paper Schedule 13D
and Amendments.
Please contact the undersigned at 312-258-5619 if you have any
questions.
Very truly yours,
Linda Jeffries Wight
LJW/dl
