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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
Genovese Drug Stores, Inc.
(Name of Issuer)
Class A Common Stock, par value $1.00 per share
(Title of Class of Securities)
372442202
(CUSIP Number)
Check the following box if a fee is being paid with this
statement [X]. (A fee is not required only if the filing person:
(1) has a previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7).
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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Page 2 of 6 Pages
CUSIP No. 372442202 13G
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Genovese Drug Stores, Inc. Employee Stock Ownership Plan &
Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF 5 SOLE VOTING POWER
SHARES 297,675
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 297,675
PERSON WITH 8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
297,675
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.8%
12 TYPE OF REPORTING PERSON*
EP
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Page 3 of 6 Pages
Item 1(a). Name of Issuer:
Genovese Drug Stores, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
80 Marcus Drive
Melville, NY 11747
Item 2(a). Name of Person Filing:
Genovese Drug Stores, Inc. Employee Stock
Ownership Plan & Trust
Item 2(b). Address of Principal Business Office or, if None,
Residence:
80 Marcus Drive
Melville, NY 11747
Item 2(c). Citizenship:
New York
Item 2(d). Title of Class of Securities:
Class A Common Stock, par value $1.00 per share
Item 2(e). CUSIP Number:
372442202
Item 3. If this statement is filed pursuant to Rule 13d-
1(b), or 13d-2(b), check whether the person filing
is a:
(a) [ ] Broker or Dealer registered under
Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of
the Act
(c) [ ] Insurance Company as defined in section
3(a)(19) of the Act
(d) [ ] Investment Company registered under
section 8 of the Investment Company Act
(e) [ ] Investment Adviser registered under
section 203 of the Investment Advisers
Act of 1940
(f) [X] Employee Benefit Plan, Pension Fund
which is subject to the provisions of
the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see
Section 240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance
with Section 240.13d-1(b)(ii)(G) (Note:
See Item 7)
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Page 4 of 6 Pages
(h) [ ] Group, in accordance with
Section 240.13d-1(b)(1)(ii)(H)
Item 4. Ownership
(a) Amount Beneficially Owned
297,675
(b) Percent of Class
6.8%
(c) Number of shares as to which such person
has:
(i) sole power to vote or to direct the vote
297,675
(ii) shared power to vote or to direct the
vote
0
(iii) sole power to dispose or to direct the
disposition of
297,675
(iv) shared power to dispose or to direct the
disposition of
0
Item 5. Ownership of Five Percent or Less of a Class
Not applicable
Item 6. Ownership of More than Five Percent on Behalf of
another Person
The Reporting Person is an employee benefit plan
subject to the provisions of the Employee
Retirement Income Security Act of 1974. As such,
the participants in and beneficiaries of the
Genovese Drug Stores, Inc. Employee Stock
Ownership Plan & Trust are entitled to dividends
from and proceeds from the sale of the securities
owned by the Reporting Person in accordance with
the terms of the Reporting Person's plan documents
and applicable law.
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Page 5 of 6 Pages
Item 7. Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company
Not applicable
Item 8. Identification and Classification of Members of
the Group
Not applicable
Item 9. Notice of Dissolution of Group
Not applicable
Item 10. Certification
"By signing below I certify that, to the best
of my knowledge and belief, the securities
referred to above were acquired in the ordinary
course of business and were not acquired for the
purpose of and do not have the effect of changing
or influencing the control of the issuer of such
securities and were not acquired in connection
with or as a participant in any transaction having
such purpose or effect."
SIGNATURE
After reasonable inquiry to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
February 14, 1994
Date
/s/ Leonard Genovese
Signature
Leonard Genovese, as Trustee
Name/Title
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Page 6 of 6 Pages
ANNEX A TO SCHEDULE 13G OF GENOVESE DRUG STORES, INC.
EMPLOYEE STOCK OWNERSHIP PLAN & TRUST
The aggregate number of shares shown as beneficially owned by the
Reporting Person includes the effect of a 10% stock dividend paid
in January 1994.
