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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
IEH CORPORATION
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(Name of Issuer)
Common Stock $.50 par value
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(Title of Class of Securities)
44949K-10-7
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(CUSIP Number)
Stanley R. Goldstein, Goldstein, Axelrod & DiGioia,
369 Lexington Avenue, NY, NY 10017 (212) 599-3322
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
July 10, 1995
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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 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 / /. (A fee
is not required only if the reporting 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 of less of such class.)
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*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 ("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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SCHEDULE 13D
CUSIP No. 44949K-10-7 Page 2 of 6 pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Michael Offerman (SS ####-##-####)
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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*
00
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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. Citizen
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7 SOLE VOTING POWER
NUMBER OF 356,184
SHARES -----------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 43,600
REPORTING -----------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
356,184
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10 SHARED DISPOSITIVE POWER
43,600
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
399,784
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.3%
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14 TYPE OF REPORTING PERSON*
00
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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SCHEDULE 13D
CUSIP No. 44949K-10-7 Page 3 of 6 pages
1. SECURITY & ISSUER
This statement relates to the Common Stock $.50 Par Value (the "Common
Stock") of IEH Corporation, a New York corporation having its principal
executive office and principal facility at 140 58th Street, Brooklyn, New York
11220.
2. IDENTITY & BACKGROUND
(a) Michael Offerman
(b) Residence Address: 2684 Wynsum Avenue, Merrick, New York.
(c) Mr. Offerman's principal occupation is as President of IEH
Corporation, 140 58th Street, Brooklyn, New York 11220.
(d) Mr. Offerman has not during the last 5 years been convicted in
a criminal proceeding (excluding traffic violations or similar
misdemeanors) or been 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 violations with respect to such laws.
(e) Mr. Offerman is a citizen of the United States of America.
3. SOURCE & AMOUNT OF FUNDS OR OTHER CONSIDERATION:
On July 10, 1995, Michael Offerman received a gift of 233,089 shares
of Common Stock from his mother, Sally Offerman. No consideration of any kind
was paid by Mr. Offerman for the shares.
4. PURPOSE OF TRANSACTION:
The transaction of July 10, 1995 consisted of the transfer into
Michael Offerman's name of 233,089 shares of the Common Stock. The shares will
be held for investment purposes. Mr. Offerman has no current plans or
proposals relating to, or which would result in:
(a) The acquisition by any person of additional securities of the
issuer, or the disposition of securities of the issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation involving the issuer or any of
its subsidiaries;
(c) A sale or transfer of a material amount of assets of the
issuer or any of its subsidiaries;
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SCHEDULE 13D
CUSIP No. 44949K-10-7 Page 4 of 6 pages
(d) Any change in the present Board of Directors or management of
the issuer, including any plans or proposals to change the
number or term of directors to fill any existing vacancies on
the Board;
(e) Any material change in the present capitalization or dividend
policy of the issuer;
(f) Any other material change in the issuer's business or
corporate structure;
(g) Changes in the issuer's charter, by-laws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the issuer by any person;
(h) Causing a class of securities of the issuer to be delisted
from the National Securities Exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system of
a registered National Securities Association;
(i) A class of equity securities of the issuer becoming eligible
for termination of registration pursuant to Section 12(g)94)
of the Act; or
(j) Any action similar to any of those enumerated above.
Notwithstanding the foregoing, Mr. Offerman is President and a
Director of IEH Corporation and in that capacity may recommend to its Board of
Directors at any time such actions as he then deems in the best interests of
the Corporation.
5. INTEREST IN SECURITIES OF THE ISSUER:
(a) The aggregate number of shares of the issuer's Common Stock
beneficially owned by Michael Offerman is 399,784 (approximately 17.3% of the
2,303,502 shares of Common Stock outstanding as reported by the issuer in its
quarterly report on Form 10QSB for the fiscal quarter ended June 30, 1995).
(b) Michael Offerman has the sole power to vote or to direct the
vote and sole power to dispose or to direct the disposition of 356,184 shares
of Common Stock. Additionally, Michael Offerman and his wife, Gail Offerman,
jointly own 43,600 shares of Common Stock, and Michael Offerman has shared
beneficial ownership and the power vote or dispose of such shares.
(c) See response to item 3 and item 4.
(d) None.
(e) Not applicable.
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SCHEDULE 13D
CUSIP No. 44949K-10-7 Page 5 of 6 pages
6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER:
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between Michael Offerman on the one hand and any other
person on the other hand with respect to any securities of the issuer. Michael
Offerman is President and a Director of the Issuer.
7. MATERIAL TO BE FILED AS EXHIBITS:
Not applicable.
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SCHEDULE 13D
CUSIP No. 44949K-10-7 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.
Dated: Brooklyn, New York
August 21, 1995
/s/ Michael Offerman
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MICHAEL OFFERMAN
