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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. 5)*
Book Centers, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
098539 10 9
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(CUSIP Number)
Check the following box if a fee is being paid with the 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).
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CUSIP No. 098539 10 9 13G Page 1 of 1 Pages
1. Name of reporting person; S.S. or I.R.S. identification no. of above
person.
Book Centers, Inc. Employee Stock Ownership Plan and Trust (Employer
Identification Number of Book Centers, Inc. 93-0508266)
2. Check the appropriate box if a member of a group.* (a) ___
(b) ___
3. SEC use only.
4. Citizenship or place of organization.
State of Oregon
5. Number of shares beneficially owned by each reporting person with sole
voting power.
None
6. Number of shares beneficially owned by each reporting person with shared
voting power.
65,167
7. Number of shares beneficially owned by each reporting person with sole
dispositive power.
None
8. Number of shares beneficially owned by each reporting person with shared
dispositive power.
65,167
9. Aggregate amount beneficially owned by each reporting person.
65,167
10. Check box if the aggregate amount in Row (9) excludes certain shares.*
____
Not applicable
11. Percent of class presented by amount in Row 9.
10.23 percent
12. Type of reporting person.*
EP
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1.
(a) The name of the issuer is Book Centers, Inc.
(b) The address of the issuer's principal executive offices is 5600 N.E.
Hassalo Street, Portland, Oregon 97213.
Item 2.
(a) The name of the person filing is Book Centers, Inc. Employee Stock
Ownership Plan and Trust.
(b) The address of the principal business office of the person filing is
5600 N.E. Hassalo Street, Portland, Oregon 97213.
(c) The citizenship of the person filing is United States.
(d) The title of the class of securities is common stock.
(e) The CUSIP number is 098539 10 9 (for Book Centers, Inc.).
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 of 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 Advisor 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)(ii)(F)
(g) ___ Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)
(G) (Note: See Item 7)
(h) ___ Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)
Item 4. Ownership
(a) The amount beneficially owned by the person filing is 65,167 shares of
common stock.
(b) The percent of the class of common stock beneficially owned by the
person filing is 10.23%.
(c) The person filing does not have any shares of common stock as to which
such person has either sole power to vote or to direct the vote or
sole power to dispose or direct the disposition of; the number of
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shares of common stock as to which such person has shared power to
vote or direct the vote and shared power to dispose or to direct the
disposition of is 65,167.
Instruction: For computations regarding securities which represent a right to
acquire an underlying security see Rule 13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class
Not applicable.
Instruction: Dissolution of a group requires a response to this item.
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
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 purposes or effect.
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 13, 1996 /s/ Daniel P. Halloran
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Date Signature
Daniel P. Halloran, Administrator
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Name/Title
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The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
