OMB APPROVAL
OMB Number: 3235-0145
Expires: September 30, 1988
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _______)*
J. W. MAYS, INC.
-------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
-------------------------------------------------------------------------
(Title of Class of Securities)
057847310
------------------------------------------------------
(CUSIP Number)
Thomas J. McGrath
Simpson Thacher & Bartlett
One Battery Park Plaza, New York, New York 10004 (212) 483-9000
-------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
October 22, 1987 and April 12, 1988
------------------------------------------------------
(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 /x/. (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 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.)
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.
<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).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of 9
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of 9
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alan H. Goldman, Preliminary Co-Executor of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of 9
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louise Little, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
Item 1. Security and Issuer
The title of the class of equity securities to which this statement
relates is:
Common Stock, par value $1.00 per share.
The name and address of the principal executive offices of the
issuer of such securities is:
J.W. Mays, Inc.
510 Fulton Street
Brooklyn, New York 11201
Item 2. Identify and Background
The name and business addresses of the persons filing this statement are:
Jane H. Goldman
640 Fifth Avenue
New York, New York 10019
Allan H. Goldman
640 Fifth Avenue
New York, New York 10019
Louisa Little
640 Fifth Avenue
New York, New York 10019
Ms. Goldman is principally occupied as Vice President of Solil
Management Corp.
Mr. Goldman is principally occupied as President of Solil Management
Corp.
<PAGE>
Ms. Little is principally occupied as Secretary of Solil Management
Corp.
None of the persons filing this statement has either been convicted
in a criminal proceeding (excluding traffic violations and similar
misdemeanors) during the last five years or, during the last five years,
has been subject to a judgment, decree or similar order or finding of
violations with respect to federal or state securities laws or activities
subject thereto.
Ms. Goldman, Mr. Goldman and Ms. Little are each citizens of the
United States of America.
Item 3. Source and Amount of Funds or Other Consideration
Not applicable.
Item 4. Purpose of Transaction
Each of the Preliminary Co-Executors acquired the shares of J.W.
Mays, Inc. referred to in Item 5 pursuant to the terms of the Will of Sol
Goldman. Such shares are being held for investment purposes.
<PAGE>
Item 5. Interest in Securities of the Issuer
(a) Each of the Preliminary Co-Executors beneficially owns 502,400
shares of Common Stock of J.W. Mays, Inc. or approximately 23.0% of the
issued and outstanding shares of Common Stock of J.W. Mays, Inc. by virtue
of their appointment as Preliminary Co-Executors of the Estate of Sol
Goldman by the Surrogate's Court of New York County. Ms. Goldman and Mr.
Goldman were appointed Preliminary Co-Executors on October 22, 1987 and
Ms. Little was appointed Preliminary Co-Executrix on April 12, 1988.
(b) Each of the Preliminary Co-Executors shares the voting and
dispositive power with respect to the shares of J.W. Mays, Inc. Common
Stock owned by the Estate of Sol Goldman.
(c) During the past sixty days the Preliminary Co-Executors have
not effected any purchase or sale of shares of Common Stock of J.W. Mays,
Inc.
(d) No person, other than the Preliminary Co-Executors, is known to
have the right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, the shares of Common Stock to
which this statement relates.
(e) Not applicable.
<PAGE>
Item 6. Contracts, Arrangements, Understandings, or
Relationships with Respect to Securities of the
Issuer
None.
Item 7. Materials to be Filed as Exhibits
None.
<PAGE>
S I G N A T U R E S
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.
Dated: July 28, 1988
By: /s/Jane H. Goldman
---------------------------
Jane H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/ Allan H. Goldman
---------------------------
Allan H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/Louisa Little
---------------------------
Louisa Little
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: September 30, 1988
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___1___)*
J. W. MAYS, INC.
-------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
-------------------------------------------------------------------------
(Title of Class of Securities)
057847310
------------------------------------------------------
(CUSIP Number)
Thomas J. McGrath
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017-3909 (212) 455-2900
-------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
October 27, 1988 and November 1, 1988
------------------------------------------------------
(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 /x/. (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 or 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.
<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).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of 7
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of 7
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alan H. Goldman, Preliminary Co-Executor of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of 7
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louise Little, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
-------------------------------------------------------------------------
Items 4 and 7 of the Statement filed pursuant to Rule 13d-1
under Section 13(d) of the Securities Exchange Act of 1934 by the
Preliminary Co-Executors are amended by adding to such items the
information set forth below.
Item 4. Purpose of Transaction
On October 27, 1988, the Preliminary Co-Executors sent a
letter, a copy of which is filed as an exhibit, to the Chairman of the
Board and Chief Executive Officer of J.W. Mays, Inc. which, among other
things, suggested that a shareholder vote would be appropriate with
respect to any sale of a certain building owned by J.W. Mays, Inc. and
indicated that the Estate of Sol Goldman and other interested investors
who would consider the purchase of the building under certain conditions.
On November 1, 1988, the Preliminary Co-Executors received a
response from the Chairman of the Board and Chief Executive Officer of
J.W. Mays, Inc. in a letter dated October 31, 1988, a copy of which is
also filed as an exhibit.
<PAGE>
Item 7. Materials to be Filed as Exhibits
(1) Letter dated October 27, 1988 from the Preliminary Co-
Executors to Max L. Shulman, Chairman of the Board and Chief
Executive Officer of J.W. Mays, Inc.
(2) Letter dated October 31, 1988 from Max L. Shulman,
Chairman of the Board and Chief Executive Officer of J.W. Mays,
Inc. to the Preliminary Co-Executors.
<PAGE>
S I G N A T U R E S
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.
Dated: November 7, 1988
By: /s/Jane H. Goldman
---------------------------
Jane H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By:
---------------------------
Allan H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/Louisa Little
---------------------------
Louisa Little
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
<PAGE>
EXHIBIT INDEX
Exhibit
No. Page
(1) Letter dated October 27, 1988 from the
Preliminary Co-Executors to Max L. Shulman,
Chairman of the Board and Chief Executive
Officer of J.W. Mays, Inc.
(2) Letter dated October 31, 1988 from Max L.
Shulman, Chairman of the Board and Chief
Executive Officer of J.W. Mays, Inc. to the
Preliminary Co-Executors.
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: September 30, 1988
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___2___)*
J. W. MAYS, INC.
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
(Title of Class of Securities)
057847310
(CUSIP Number)
Thomas J. McGrath
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017-3909 (212) 455-2900
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
November 8, 1988
(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 /x/. (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 or 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
<PAGE>
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of 6
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of 6
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Allan H. Goldman, Preliminary Co-Executor of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of 6
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louise Little, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
-------------------------------------------------------------------------
Items 4 and 7 of the Statement filed pursuant to Rule 13d-1
under Section 13(d) of the Securities Exchange Act of 1934 by the
Preliminary Co-Executors are amended by adding to such items the
information set forth below.
Item 4. Purpose of Transaction
On November 8, 1988, one of the Preliminary Co-Executors sent a
letter, a copy of which is filed as an exhibit, to the Chairman of the
Board and Chief Executive Officer of J.W. Mays, Inc. responding to his
letter to the Preliminary Co-Executors dated October 31, 1988.
Item 7. Materials to be Filed as Exhibits
(3) Letter dated November 8, 1988 from a Preliminary Co-
Executors to Max L. Shulman, Chairman of the Board and Chief
Executive Officer of J.W. Mays, Inc.
<PAGE>
S I G N A T U R E S
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.
Dated: November 15, 1988
By: /s/ Jane H. Goldman
---------------------------
Jane H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/ Allan H. Goldman
---------------------------
Allan H. Goldman
Preliminary Co-Executor of
the Estate of Sol Goldman,
Deceased
By: /s/ Louisa Little
---------------------------
Louisa Little
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
<PAGE>
EXHIBIT INDEX
Exhibit
No. Page
(3) Letter dated November 8, 1988 from a
Preliminary Co-Executor to Max L. Shulman,
Chairman of the Board and Chief Executive
Officer of J.W. Mays, Inc.
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: September 30, 1988
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___3___)*
J. W. MAYS, INC.
-------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
-------------------------------------------------------------------------
(Title of Class of Securities)
057847310
----------------------------------------------------
(CUSIP Number)
Thomas J. McGrath
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017-3909 (212) 455-2900
-------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
December 5, 1988
----------------------------------------------------
(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 /x/. (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 or 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.
<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).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of 25
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of 25
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Allan H. Goldman, Preliminary Co-Executor of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of 25
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louise Little, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
-------------------------------------------------------------------------
Items 4 and 7 of the Statement filed pursuant to Rule 13d-1
under Section 13(d) of the Securities Exchange Act of 1934 by the
Preliminary Co-Executors are amended by adding to such items the
information set forth below.
Item 4. Purpose of Transaction
On December 5, 1988 the Preliminary Co-Executors ruled a
complaint in the Supreme Court of the State of New York, County of New
York, Jane H. Goldman, et al. v. Frank J. Angell, et al., a copy of which
is filed as an exhibit, against the directors of J.W. Mays, Inc. and the
prospective purchaser of a certain building owned by J.W. Mays, Inc.
alleging that (1) the proposed sale of the property must first be
submitted to a vote of the shareholders and be approved by two-thirds of
all outstanding shares entitled to vote thereon, (2) the directors have
breached their fiduciary duties to the shareholders and wasted corporate
assets by selling the property for a price substantially below its market
value, (3) the directors have breached their fiduciary duties to the
shareholders by failing to solicit, consider or accept other offers for
the property and (4) the prospective purchaser has knowingly aided,
abetted and participated in the directors' breach of their fiduciary duty.
The complaint seeks, among other things, preliminary and permanent
injunctions prohibiting the sale or transfer of the property for an unfair
price and without a shareholder vote; a declaration that the proposed sale
<PAGE>
is unlawful, null and void; preliminary and permanent injunctions
prohibiting J.W. Mays, Inc. and its directors and officers from carrying
out any plan to abandon the retail business, absent the shareholder votes
required by law; and an order that the directors solicit and consider
alternative proposals to purchase the property or other proposals to
maximize shareholder value.
Also on December 5, 1988 the Preliminary Co-Executors caused a
notice of pendency of the complaint discussed above to be filed in the
property records of the Office of the Clerk of the County of New York.
Item 7. Materials to be Filed as Exhibits
(4) Complaint in Jane H. Goldman, et al. v. Frank J. Angell,
et al., filed in the Supreme Court of New York, County of
New York.
(5) Notice of Pendency filed in the Office of the Clerk of the
County of New York.
<PAGE>
S I G N A T U R E S
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.
Dated: December 14, 1988
By: /s/ Jane H. Goldman
--------------------------
Jane H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/ Allan H. Goldman
--------------------------
Allan H. Goldman
Preliminary Co-Executor of
the Estate of Sol Goldman,
Deceased
By: /s/ Louisa Little
--------------------------
Louisa Little
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
<PAGE>
EXHIBIT INDEX
Exhibit
No. Page
(4) Complaint in Jane H. Goldman, et al. v. Frank J.
Angell, et al., filed in the Supreme Court of New
York, County of New York.
(5) Notice of Pendency filed in the Office of the Clerk of
the County of New York.
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: September 30, 1988
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___4___)*
J. W. MAYS, INC.
-------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
-------------------------------------------------------------------------
(Title of Class of Securities)
057847310
----------------------------------------------------
(CUSIP Number)
Thomas J. McGrath
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017-3909 (212) 455-2900
-------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
December 22, and December 23, 1988
----------------------------------------------------
(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 /x/. (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 or 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.
<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).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Allan H. Goldman, Preliminary Co-Executor of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louise Little, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 502,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
502,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
-------------------------------------------------------------------------
Items 4 and 7 of the Statement filed pursuant to Rule 13d-1
under Section 13(d) of the Securities Exchange Act of 1934 by the
Preliminary Co-Executors are amended by adding to such items the
information set forth below.
Item 4. Purpose of Transaction
On December 22, 1988 the Preliminary Co-Executors entered into
a stipulation and order, a copy of which is filed as an exhibit, to settle
in part the action that they had brought against the directors of J.W.
Mays, Inc. and the prospective purchaser of a certain building owned by
J.W. Mays, Inc.: Jane H. Goldman, et al. v. Frank J. Angell, et al., No.
23994/88, filed in the Supreme Court of the State of New York, County of
New York. Under the terms of the partial settlement, the preliminary Co-
Executors will vacate and withdraw the notice of pendency filed in the
action, discontinue with prejudice all claims against the prospective
purchaser and not seek to set aside the sale of the property after the
sale closes, all without prejudice to the right of the preliminary Co-
Executors to continue to seek money damages from the other defendants with
respect to the sale of this property. In return, J.W. Mays, Inc. has
agreed to establish an advisory real estate committee which is to be
consulted in advance of J.W. Mays, Inc. entering into any agreement to
sell or otherwise dispose of any real property worth in excess of $1
million or to lease any real property with a rental in excess of $100,000
<PAGE>
per year. Either Jane H. Goldman or Allan H. Goldman, at the option of
the Preliminary Co-Executors, will be a member of the advisory real estate
committee for so long as the Estate of Sol Goldman or its distributees
retain all or substantially all of the Estate's current shareholdings of
J.W. Mays, Inc. In addition, the management of J.W. Mays, Inc. will
consider in good faith, but in their sole discretion, whether to include
one of the Preliminary Co-Executors on the slate of directors to be
elected at J.W. Mays, Inc.'s 1989 Annual Meeting.
On December 23, 1988 certain of the procedures relating to the
advisory real estate committee set forth in the stipulation and order were
modified by letter agreement, a copy of which is filed as an exhibit
hereto.
Item 7. Materials to be Filed as Exhibits
(6) Stipulation and Order dated as of December 21, 1988 in
Jane H. Goldman, et al. v. Frank J. Angell, et al., filed
in the Supreme Court of New York, County of New York.
(7) Letter Agreement dated December 23, 1988.
<PAGE>
S I G N A T U R E S
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.
Dated: December 23, 1988
By: /s/ Jane H. Goldman
--------------------------
Jane H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/ Allan H. Goldman
--------------------------
Allan H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/ Louisa Little
--------------------------
Louisa Little
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
<PAGE>
EXHIBIT INDEX
Exhibit
No. Page
(6) Stipulation and Order dated as of December 21, 1988
in Jane H. Goldman, et al. v. Frank J. Angell, et
al., filed in the Supreme Court of New York, County
of New York.
(7) Letter Agreement dated December 23, 1988.
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: September 30, 1988
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___5___)*
J. W. MAYS, INC.
-------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
-------------------------------------------------------------------------
(Title of Class of Securities)
057847310
----------------------------------------------------
(CUSIP Number)
Thomas J. McGrath
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017-3909 (212) 455-2900
-------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
July 31, 1990
----------------------------------------------------
(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 /x/
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of 7
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 467,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
467,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
467,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.45%
14 TYPE OF REPORTING PERSON
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of 7
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alan H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 467,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
467,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
467,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.45%
14 TYPE OF REPORTING PERSON
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of 7
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louise Little, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 467,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
467,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
467,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.45%
14 TYPE OF REPORTING PERSON
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
-------------------------------------------------------------------------
This Amendment No. 5 to Schedule 13D is filed jointly on behalf
of Jane H. Goldman, Allan H. Goldman and Louisa Little as Preliminary Co-
Executors of the Estate of Sol Goldman (collectively, the "Preliminary Co-
Executors"), to amend their Schedule 13D relating to the Common Stock of
J.W. Mays, Inc. Items not included in this Amendment No. 5 are either not
amended or not applicable.
Item 5. Interest in Securities of the Issuer
(a) As of August 1, 1990, each of the Preliminary Co-Executors
beneficially owned 467,400 shares of Common Stock of J.W. Mays, Inc. or
approximately 21.45% of the issued and outstanding shares of Common Stock
of J.W. Mays, Inc. by virtue of their appointment as Preliminary Co-
Executors of the Estate of Sol Goldman by the Surrogate's Court of New
York County. Ms. Goldman and Mr. Goldman were appointed Preliminary Co-
Executors on October 22, 1987 and Ms. Little was appointed Preliminary Co-
Executrix on April 12, 1988.
(b) Each of the Preliminary Co-Executors shares the voting and
dispositive power with respect to the shares of J.W. Mays, Inc. Common
Stock owned by the Estate of Sol Goldman.
(c) On July 31, 1990, the Preliminary Co-Executors sold 35,000
shares of Common Stock of J.W. Mays, Inc. in the over-the-counter market.
10,000 of such shares of Common Stock were sold at a price of $24.875 per
share or $248,750 in the aggregate. The remaining 25,000 shares of Common
<PAGE>
Stock were sold at a price of $25.375 per share or an aggregate of
$634,375.
(d) No person, other than the Preliminary Co-Executors, is
known to have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the shares of Common
Stock to which this statement relates.
(e) Not applicable.
<PAGE>
S I G N A T U R E S
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.
Dated: October 4, 1990
By: /s/ Jane H. Goldman
--------------------------
Jane H. Goldman
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
By: /s/ Allan H. Goldman
--------------------------
Allan H. Goldman
Preliminary Co-Executor of
the Estate of Sol Goldman,
Deceased
By: /s/ Louisa Little
--------------------------
Louisa Little
Preliminary Co-Executrix of
the Estate of Sol Goldman,
Deceased
<PAGE>
EXHIBIT INDEX
Exhibit
No. Page
(6) Stipulation and Order dated as of December 21, 1988
in Jane H. Goldman, et al. v. Frank J. Angell, et
al., filed in the Supreme Court of New York, County
of New York.
(7) Letter Agreement dated December 23, 1988.
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
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Estimated average burden
hours per response .. 14.90
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___[6]___)*
J. W. MAYS, INC.
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(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
-------------------------------------------------------------------------
(Title of Class of Securities)
057847310
----------------------------------------------------
(CUSIP Number)
Mildred Kalik
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017-3954 (212) 455-2900
-------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
December 27, 1993 and December 22, 1993
----------------------------------------------------
(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 /x/. (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 or 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.
<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).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of 11
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, Preliminary Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 274,600
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
274,600
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
274,600
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.85%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of 11
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jane H. Goldman, as Co-Trustee of the
Lillian Goldman Marital Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 91,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
91,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
91,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.28%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of 11
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Allan H. Goldman, Co-Executor of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 274,600
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
274,600
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
274,600
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.85%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 5 of 11
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Allan H. Goldman, Co-Executor of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 91,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
91,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
91,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.28%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 6 of 11
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louisa Little, Co-Executrix of the
Estate of Sol Goldman, Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 274,600
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
274,600
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
274,600
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.85%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 7 of 11
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Louisa Little, as Co-Trustee of the
Lillian Goldman Marital Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 91,400
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH - - - - - - - - - -
10 SHARED DISPOSITIVE POWER
91,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
91,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.28%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
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Items 4 of the Statement filed pursuant to Rule 13d-1 under
Section 13(d) of the Securities Exchange Act of 1934, as amended, by the
Co-Executors (the "Statement") is amended by adding to such item the
information set forth below with respect to such item. Items 5(a), 5(b)
and 5(c) of the Statement are amended by deleting such items in their
entirety and substituting in lieu thereof the information set forth below
with respect to each such item.
Item 4. Purpose of Transaction
Each of the persons identified in Item 2, formerly a
Preliminary Co-Executor, was appointed a Co-Executor of the Estate of Sol
Goldman, deceased, by the Surrogate's Court of New York County on March 4,
1991.
Each of the persons identified in Item 2, as a Co-Trustee of
the Lillian Goldman Marital Trust (the "Co-Trustees"), acquired the shares
of J.W. Mays, Inc. referred to in Item 5 as beneficially owned in such
capacity pursuant to a distribution from the Estate of Sol Goldman,
deceased, to the Lillian Goldman Marital Trust under the Last Will and
Testament of Sol Goldman (the "Will"). Such shares are held for
investment purposes.
<PAGE>
Item 5. Interest in Securities of the Issuer
(a) Each of the persons identified in Item 2, as a Co-
Executor of the Estate of Sol Goldman, deceased, beneficially
owns 274,600 shares of Common Stock of J.W. Mays, Inc. or
approximately 12.85% of the issued and outstanding shares of
Common Stock of J.W. Mays, Inc. Each of the persons identified
in Item 2, by virtue of being a Co-Trustee of the Lillian
Goldman Marital Trust, beneficially owns 91,400 shares of
Common Stock of J.W. Mays, Inc. or approximately 4.28% of the
issued and outstanding shares of Common Stock of J.W. Mays,
Inc.
(b) Each of the Co-Executors shares the voting and dispositive
power with respect to the shares of J.W. Mays, Inc. Common Stock
owned by the Estate of Sol Goldman, deceased. Each of the Co-
Trustees shares the voting and dispositive power with respect to the
shares of J.W. Mays, Inc. Common Stock owned by the Lillian Goldman
Marital Trust.
(c) On December 20, 1993, the Estate of Sol Goldman, deceased,
distributed under the Will 91,400 shares of Common Stock of J.W.
Mays, Inc. to the Lillian Goldman Marital Trust. Each of the Co-
Executors of the Estate of Sol Goldman, deceased, is also a Co-
Trustee of the Lillian Goldman Marital Trust, but such persons do
not affirm the existence of a group with respect to such capacities.
On December 22, 1993, the Estate of Sol Goldman, deceased,
distributed under the Will 91,400 shares of Common Stock of J.W. Mays,
Inc. to Lillian Goldman.
The Estate of Sol Goldman, deceased, has also effected the
following open market sales of shares of Common Stock of J.W. Mays, Inc.:
Trade Settlement Number of Sales Price
<PAGE>
Date Date Shares per Share
7/31/90 8/7/90 25,000 $25.375
7/31/90 8/10/90 10,000 $24.875
12/26/91 1/3/92 10,000 $17.875
<PAGE>
S I G N A T U R E S
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.
Dated: September __, 1995
By: /s/Jane H. Goldman
--------------------------
Jane H. Goldman, as Co-Executrix
of the Estate of Sol Goldman,
Deceased
By: /s/Jane H. Goldman
--------------------------
Jane H. Goldman, as Co-Trustee
of the Lillian Goldman, Deceased
By: /s/ Allan H. Goldman
--------------------------
Allan H. Goldman, as Co-Executor
of the Estate of Sol Goldman,
Deceased
By: /s/ Allan H. Goldman
--------------------------
Allan H. Goldman, as Co-Trustee
of the Lillian Goldman Marital Trust
By: /s/ Louisa Little
--------------------------
Louisa Little, as Co-Executrix
of the Estate of Sol Goldman,
Deceased
By: /s/ Louisa Little
--------------------------
Louisa Little, as Co-Trustee
of the Lillian Goldman Marital Trust
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
J. W. Mays, Inc.
----------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
----------------------------------------------------------------------------
(Title of Class of Securities)
057847310
(CUSIP Number)
Mildred Kalik
Simpson Thacher & Bartlett
425 Lexington Avenue, New York, New York 10017-394 (212) 455-2000
----------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
June 20, 1997
-----------------------------------------------------
(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 / /.
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 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).
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 2 of 6 Pages
1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Jane H. Goldman, Co-Executrix of the Estate of Sol Goldman,
Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 271,200
REPORTING
PERSON
WITH 9 SOLE DISPOSITIVE POWER
- - - - - - - - - -
10 SHARED DISPOSITIVE POWER
271,200
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
271,200
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.69%
14 TYPE OF REPORTING PERSON
IN
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 3 of 6 Pages
1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Allan H. Goldman, Co-Executor of the Estate of Sol Goldman,
Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 271,200
REPORTING
PERSON
WITH 9 SOLE DISPOSITIVE POWER
- - - - - - - - - -
10 SHARED DISPOSITIVE POWER
271,200
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
271,200
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.69%
14 TYPE OF REPORTING PERSON
IN
<PAGE>
SCHEDULE 13D
CUSIP No. 057847310 Page 4 of 6 Pages
1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Louisa Little, Co-Executrix of the Estate of Sol Goldman,
Deceased
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /x/
3 SEC USE ONLY
4 SOURCE OF FUNDS
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF
SHARES - - - - - - - - - -
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 271,200
REPORTING
PERSON
WITH 9 SOLE DISPOSITIVE POWER
- - - - - - - - - -
10 SHARED DISPOSITIVE POWER
271,200
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
271,200
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.69%
14 TYPE OF REPORTING PERSON
IN
<PAGE>
This Amendment No. 7 to Schedule 13D is filed jointly on behalf of Jane H.
Goldman, Allan H. Goldman and Louisa Little as Co-Executors of the Estate of
Sol Goldman, to amend their Schedule 13D relating to the Common Stock of J.W.
Mays, Inc. Items not included in this Amendment No. 7 are either not amended
or not applicable. Items 5(a) and 5(c) of the Statement are amended by
deleting such items in their entirety and substituting in lieu thereof the
information set forth below with respect to each such item.
Item 5. Interest in Securities of the Issuer
(a) Each of the persons identified in Item 2, as a Co-Executor of the
Estate of Sol Goldman, deceased, beneficially owns 271,200 shares of Common
Stock of J.W. Mays, Inc. or approximately 12.69% of the issued and
outstanding shares of Common Stock of J.W. Mays, Inc.
(c) The Estate of Sol Goldman, deceased, has effected the following open
market sales of shares of Common Stock of J.W. Mays, Inc.:
Sales Price per
Trade Date Settlement Date Number of Shares Share
6/20/97 6/25/97 3,400 $8.465
<PAGE>
S I G N A T U R E S
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.
Dated: July ___, 1997
By:/s/ Jane H. Goldman
---------------------------------------
Jane H. Goldman, as Co-Executrix of the
Estate of Sol Goldman, Deceased
By:/s/ Allan H. Goldman
---------------------------------------
Allan H. Goldman, as Co-Executor of the
Estate of Sol Goldman, Deceased
By: /s/ Louisa Little
---------------------------------------
Louisa Little, as Co-Executrix of the
Estate of Sol Goldman, Deceased
