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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. 2)*
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 / /. (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).
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*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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CUSIP No. 13G Page 2 of 8 Pages
372442202
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Donald W. Gross
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)/ /
(b)/ /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 354,201
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 0
8 SHARED DISPOSITIVE POWER
354,201
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,201
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.7%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 13G Page 3 of 8 Pages
372442202
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Marie A. Gross
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)/ /
(b)/ /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 354,201
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 0
8 SHARED DISPOSITIVE POWER
354,201
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
354,201
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,201
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.7%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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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:
Donald W. Gross and Marie A. Gross
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
80 Marcus Drive
Melville, NY 11747
ITEM 2(c). CITIZENSHIP:
United States of America
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:
Not applicable
ITEM 4. OWNERSHIP.
(a) AMOUNT BENEFICIALLY OWNED:
Not applicable
(b) PERCENT OF CLASS:
Not applicable
(c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE
Not applicable
(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE
Not applicable
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
Not applicable
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(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE
DISPOSITION OF
Not applicable
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
This statement is being filed to report the fact that, as of
the date hereof, the Reporting Persons have ceased to be the
beneficial owners of more than five percent of the Issuer's
Class A Common Stock, par value $1.00 per share.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON.
Not applicable
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.
Not applicable
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.
February 24, 1998
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(Date)
/s/ Donald W. Gross
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(Signature)
Donald W. Gross
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(Name/Title)
/s/ Marie A. Gross
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(Signature)
Marie A. Gross
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(Name/Title)
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ANNEX A TO SCHEDULE 13G OF DONALD W. GROSS AND MARIE A. GROSS
The aggregate number of shares shown as beneficially owned by the Reporting
Persons includes the effect of a 10% stock dividend paid in January 1998.
Of the aggregate number of shares shown as beneficially owned by the Reporting
Persons, 289,444 are beneficially owned in the form of the Issuer's Class B
Common Stock, par value $1.00 per share, which class is not registered as a
class of equity securities under the Securities Act of 1933, and which shares
can be converted within 60 days into an equal number of shares of the Issuer's
Class A Common Stock.
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INDEX TO EXHIBITS
Exhibit No. Page
99.1* Agreement to Joint Filing 8
*Filed as Exhibit 99 pursuant to EDGAR rules.
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Agreement to Joint Filing
The undersigned persons hereby agree pursuant to Rule 13d-1(f) under
the Securities Exchange Act of 1934, as amended, that the Schedule 13G relating
to the Class A Common Stock, par value $1.00 per share, of Genovese Drug Stores,
Inc. to which this Agreement is attached is filed on behalf of each of them.
IN WITNESS WHEREOF, the undersigned have duly signed this Agreement
this 24th day of February, 1998.
/s/ Donald W. Gross
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Donald W. Gross
/s/ Marie A. Gross
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Marie A. Gross
