Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13G
(Amendment No. 19)
Under the Securities Exchange Act of 1934
Hasbro, Inc.
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(Name of Issuer)
Common Stock, Par Value $.50 Per Share
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(Title of Class of Securities)
418 056 10 7
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(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.)
*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).
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
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Alan G. Hassenfeld
2. Check the Appropriate Box if member of a Group*
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(a) ( )
(b) (X)
3. SEC Use Only
4. Citizenship or Place of Organization
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United States
Number of Shares Beneficially Owned by Each Reporting
Person With:
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5. Sole Voting Power
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7,258,667
6. Shared Voting Power
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931,639
7. Sole Dispositive Power
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7,258,667
8. Shared Dispositive Power
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931,639
9. Aggregate Amount Beneficially Owned by Each Reporting Person
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8,190,306
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain
Shares*
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11. Percent of Class Represented by Amount in Row 9
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9.5
12. Type of Reporting Person*
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IN,00
The following Items of my statement on Schedule 13-G are hereby
amended:
Item 4. Ownership:
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(a) Amount Beneficially Owned: 8,190,306
(b) Percent of Class: 9.5
(i) sole power to vote or to direct
the vote..........................7,258,667*
(ii) shared power to vote or to direct
the vote............................931,639**
(iii) sole power to dispose or to direct
the disposition of................7,258,667*
(iv) shared power to dispose or to direct
the disposition of..................931,639**
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*Includes (a) 381,083 shares which may be purchased upon exercise
of presently exercisable options and options exercisable within
60 days hereof; (b) 3,951,521 shares held by the Merrill
Hassenfeld Trust, of which Mr. Hassenfeld is sole trustee; and
(c) 368,599 shares held by the Alan Hassenfeld Trust, of which
Mr. Hassenfeld is sole trustee.
**Includes (a) 416,098 shares owned by Mr. Hassenfeld and another
as trustees of the Stephen Hassenfeld Trust; (b) 68,541 shares
owned by Mr. Hassenfeld and others, as trustees for the benefit
of his mother and her grandchildren; and (c) 447,000 shares owned
by the Hassenfeld Foundation, of which Mr. Hassenfeld is one of
the officers and directors. Mr. Hassenfeld disclaims beneficial
ownership of these shares.
Item 6. Ownership of More than Five Percent on Behalf
of Another Person:
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An aggregate of 4,020,062 shares of Common Stock are
held by Mr. Hassenfeld, as a trustee of two trusts. His mother,
Sylvia K. Hassenfeld, has the right to receive any dividends from
the shares held in these trusts. An aggregate of 686,098 shares
of Common Stock are held by Mr. Hassenfeld as trustee of the
Stephen Hassenfeld Trust, a charitable lead trust whose
beneficiary is the Hassenfeld Foundation. An aggregate of 447,000
shares of Common Stock are held by the Hassenfeld Foundation, a
charitable foundation. All assets of the Hassenfeld Foundation
are devoted to the charitable purposes of the Foundation.
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: February 03, 1997
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/s/ Alan G. Hassenfeld
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Signature
Alan G. Hassenfeld
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Name/Title: