United States
Securities And Exchange Commission
Washington, D.c. 20549
Schedule 13D
Under The Securities Exchange Act Of 1934
Kenwin Shops, Inc.
(Name Of Issuer)
Common Stock
491782-10
(Cusip Number)
David I. Ferber
Ferber Greilsheimer Chan & Essner
530 Fifth Avenue
New York, New York 10036
(212) 944-2200
(Name, Address And Telephone Number
Of Person Authorized To Receive
Notices And Communications)
December 31, 1996
(Date Of Event Which Requires Filing Of This Statement)
<PAGE>
1) Name Of Reporting Person: D&A Funding Corporation
2) Check The Appropriate Box If A Member Of A Group
(A) XXXX
(B)
3)
4) Source Of Funds
WC
5) Check If Disclosure Of Legal Proceedings Is Required Pursuant To Items
2(D) Or 2(E)
6) Citizenship Or Place Of Organization: New York
7) Sole Voting Power 517,956
8) Shared Voting Power
9) Sole Dispositive Power 433,978
10) Shared Dispositive Power
11) Aggregate Amount Beneficiall
Owned By Each Reporting Person 517,956
12) Check Box If The Aggregate Amount In Row (11) Excludes Certain Shares
13) Percent Of Class Represented By Amount In Row (11)
57.1%
14) Type Of Reporting Person
Co
<PAGE>
1) Name Of Reporting Person: DPW Enterprises, Inc.
2) Check The Appropriate Box If A Member Of A Group
(A) XXXX
(B)
3)
4) Source Of Funds
WC
5) Check If Disclosure Of Legal Proceedings Is Required Pursuant To Items
2(D) Or 2(E)
6) Citizenship Or Place Of Organization: New York
7) Sole Voting Power 3,500
8) Shared Voting Power
9) Sole Dispositive Power 3,500
10) Shared Dispositive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 3,500
12) Check Box If The Aggregate Amount In Row (11) Excludes Certain Shares
13) Percent Of Class Represented By Amount In Row (11)
.003%
14) Type Of Reporting Person
Co
<PAGE>
1) Name Of Reporting Person: Donald Weiner
2) Check The Appropriate Box If A Member Of A Group
(A) Xxxx
(B)
3)
4) Source Of Funds
PF
5) Check If Disclosure Of Legal Proceedings Is Required Pursuant To Items
2(D) Or 2(E)
6) Citizenship Or Place Of Organization: New York
7) Sole Voting Power 2,000
8) Shared Voting Power 521,456
9) Sole Dispositive Power 2,000
10) Shared Dispositive Power 437,458
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 523,456
12) Check Box If The Aggregate Amount In Row (11) Excludes Certain Shares
13) Percent Of Class Represented By Amount In Row (11)
57.7%
14) Type Of Reporting Person
In
<PAGE>
1) Name Of Reporting Person: Arthur Gins
2) Check The Appropriate Box If A Member Of A Group
(A) Xxxx
(B)
3)
4) Source Of Funds
Pf
5) Check 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 1,500
8) Shared Voting Power 517,956
9) Sole Dispositive Power 1,500
10) Shared Dispositive Power 433,978
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 519,456
12) Check Box If The Aggregate Amount In Row (11) Excludes Certain Shares
13) Percent Of Class Represented By Amount In Row (11)
57.3%
14) Type Of Reporting Person
In
<PAGE>
1) Name Of Reporting Person: Julius Herling
2) Check The Appropriate Box If A Member Of A Group
(A) Xxxx
(B)
3)
4) Source Of Funds
PF
5) Check If Disclosure Of Legal Proceedings Is Required Pursuant To Items
2(D) Or 2(E)
6) Citizenship Or Place Of Organization: New York
7) Sole Voting Power 2,000
8) Shared Voting Power
9) Sole Dispositive Power 2,000
10) Shared Dispositive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 2,000
12) Check Box If The Aggregate Amount In Row (11) Excludes Certain Shares
13) Percent Of Class Represented By Amount In Row (11)
.002%
14) Type Of Reporting Person
In
<PAGE>
1. Item 3 Of The Schedule 13D, SOURCE AND AMOUNT OF FUNDS OR OTHER
CONSIDERATION Is Hereby Amended As Follows:
On December 31, 1996 D&a Funding Acquired 350,000 Shares Of Common Stock
For The Purchase Price Of $.01 Per Share, For An Aggregate Purchase Price Of
$3,500, Paid From Working Capital.
2. Item 4 Of The Schedule 13D, PURPOSE OF TRANSACTION Is Hereby Amended As
Follows:
Upon Consummation Of Its Purchase Of 350,000 Shares Of Common Stock On
December 31, 1996, D&a Funding Acquired A Controlling Interest In The Issuer.
D&a And Members Of The Group Own Beneficially 519,456 Shares Of Common Stock,
Which Is Approximately 58.1% Of The Outstanding And Issued Common Stock.
3. Item 5 Of The Schedule 13D, INTEREST IN SECURITIES OF THE ISSUER Is Hereby
Amended As Follows: (A) The Filing Persons Taken Together Are The Beneficial
Owners Of 519,456 Shares Of Common Stock, Which Is Approximately 58.1% Of The
Common Stock Outstanding.
D&A Funding Beneficially Owns An Aggregate Of 517,956 Shares Of Common
Stock, Which Is Approximately 57.1% Of The Common Stock Outstanding.
DPW Enterprises Beneficially Owns An Aggregate Of 3,500 Shares Of Common
Stock, Which Is Approximately .003% Of The Common Stock Outstanding.
Mr. Weiner, In His Capacity As Director And President Of D&a Funding And
Dpw Enterprises, May Be Deemed To Be The Beneficial Owner Of An Aggregate Of
521,456 Shares Of Common Stock Under Section 13(D) Of The Securities Exchange
Act Of 1934 As Amended (The EXCHANGE ACT). The Total Aggregate Number Of
Shares Of Common Stock Which Mr. Weiner Beneficially Owns Is 523,456, Which Is
Approximately 57.7% Of The Common Stock Outstanding.
<PAGE>
Mr. Gins, In His Capacity As A Director And Secretary/treasurer Of D&a
Funding, May Be Deemed To Be The Beneficial Owner Of An Aggregate Of 517,956
Shares Of Common Stock Under The Exchange Act. The Total Aggregate Number Of
Shares Of Common Stock Which Mr. Gins Beneficially Owns Is 519,456, Which Is
Approximately 57.3% Of The Common Stock Outstanding.
Mr. Herling Beneficially Owns An Aggregate Of 2,000 Shares Of Common Stock,
Which Is Approximately .002% Of The Common Stock Outstanding.
(B) D&a Funding Has Sole Power To Vote 517,956 Shares Of Common Stock And
Sole Power To Dispose Of 433,978 Shares Of Common Stock.
Mr. Weiner May Be Deemed To Share Power To Vote 517,956 Shares Of Common
Stock And To Dispose Of 433,978 Shares Of Common Stock With Mr. Gins, Under
Section 13(D) Of The Exchange Act.
Mr. Gins May Be Deemed To Share Power To Vote 517,956 Shares Of Common
Stock And To Dispose Of 433,978 Shares Of Common Stock With Mr. Weiner Under
Section 13(D) Of The Exchange Act.
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.
April 11, 1997
D&A Funding Corporation
By:/s/ Donald Weiner
--------------------
President
DPW Enterprises, Inc.
By:/s/ Donald Weiner
--------------------
President
/s/ Donald Weiner
-----------------
Donald Weiner
/s/ Arthur Gins
---------------
Arthur Gins
/s/ Julius Herling
-------------------
Julius Herling