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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D/A
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 3 )(1)
Saucony, Inc.
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(Name of Issuer)
Class A Common Stock, $.33 1/3 par value per share
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(Title of Class of Securities)
448632109
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(CUSIP Number)
Charles A. Gottesman and Merrill F. Gottesman, Saucony, Inc.
13 Centennial Drive, Peabody, MA 01960 (978) 532-9000
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 26, 1999
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(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 that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box. [ ]
Note. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
Rule 13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 3 Pages)
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(1) 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 disclosures provided in a prior cover page.
The information required on 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 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. 448632109 13D/A Page 2 of 3 Pages
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Charles A. Gottesman and Merrill F. Gottesman
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS*
OO (gift of securities)
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7. SOLE VOTING POWER
315,014
NUMBER OF ---------------------------------------------------------
SHARES 8. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 285,276
EACH ---------------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON
WITH 315,014
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10. SHARED DISPOSITIVE POWER
285,276
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
600,290
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ X ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.2%
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14. TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 448632109 13D/A Page 3 of 3 Pages
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This Schedule 13D/A amends the Schedule 13D (the "Original Statement")
filed by Charles A. Gottesman on April 30, 1993, as amended by the Schedule
13D/A filed by Charles A. Gottesman and Merrill F. Gottesman on February 15,
1996, as further amended by the Schedule 13D/A filed by Charles A. Gottesman and
Merrill F. Gottesman on February 26, 1996. Except as set forth below, there are
no changes to the information set forth in the Original Statement, as amended.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Item 3 is amended by replacing the first paragraph thereof with the
following paragraph:
On February 26, 1999, Phyllis H. Fisher made a bona fide gift of 382,472
shares (the "Shares") of Class A Common Stock, $0.33-1/3 par value per share
("Common Stock"), of Saucony, Inc. to PooRoo LLC, a Delaware limited liability
company the managing member of which is PooRoo, Inc., a Massachusetts S
corporation. Merrill F. Gottesman is Treasurer, Clerk and Director of PooRoo,
Inc., and has a 50% membership interest in PooRoo LLC. None of PooRoo LLC,
PooRoo, Inc., Charles A. Gottesman or Merrill F. Gottesman paid any
consideration for the Shares. Merrill F. Gottesman is the daughter of Phyllis H.
Fisher. Charles A. Gottesman and Merrill F. Gottesman are married.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 is amended by replacing the first paragraph thereof with the
following paragraph:
Charles A. Gottesman is the direct owner of 97,481 shares for which he
exercises sole investment and voting power. Merrill F. Gottesman is the direct
owner of 217,533 shares for which she exercises sole investment and voting
power. Of the remaining 285,276 shares, 191,236 shares are held by PooRoo LLC of
which each of Mrs. Gottesman and her brother, John H. Fisher, has a 50%
membership interest and shares investment and voting power; 83,410 shares are
held in trust for the benefit of Mrs. Gottesman for which Mrs. Gottesman and
John H. Fisher are trustees and share investment and voting power; 2,666 shares
are held by Mr. and Mrs. Gottesman's daughters for which Mr. and Mrs. Gottesman
exercise shared investment and voting power; and 7,964 shares are held in trust
for the benefit of Mr. and Mrs. Gottesman's daughters for which Merrill F.
Gottesman is the trustee and exercises sole investment and voting power. The
number of shares beneficially owned by Mr. and Mrs. Gottesman does not include
(i) 191,236 shares held by PooRoo LLC of which each of Mrs. Gottesman and John
H. Fisher has a 50% membership interest and shares investment and voting power
and as to which Mrs. Gottesman disclaims beneficial ownership, and (ii) 83,410
shares held in trust for the benefit of John H. Fisher for which Mrs. Gottesman
and John H. Fisher are trustees and share investment and voting power and as to
which Mrs. Gottesman disclaims beneficial ownership.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this statement is true, complete and
correct.
March 2, 1999 /s/ Charles A. Gottesman
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Charles A. Gottesman
March 2, 1999 /s/ Merrill F. Gottesman
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Merrill F. Gottesman
