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Previous: AMP INC, 11-K, 1995-06-27 |
Next: ASSOCIATES CORPORATION OF NORTH AMERICA, 424B3, 1995-06-27 |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )
Amrep Corporation
(Name of issuer)
Common Stock, par value $.10
(Title of class of securities)
03215910
(CUSIP number)
Albert Russo, C/O American Simlex Company
401 Broadway, Suite 1712
New York, New York 10013
(212) 966-0775
(Name, address and telephone number of person
authorized to receive notices and communications)
June 26, 1995
(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 to 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.
(Continued on following pages)
CUSIP NO. 03215910 13D Page 2 of 10 Pages
1 NAME OF REPORTING PERSONS S.S. OR I.R.S.
IDENTIFICATION OF ABOVE PERSONS
Albert Russo, S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) [x]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF,00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 679,070
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 327,891
PERSON WITH
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
679,070
12 CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)
9.2%
14 TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 03215910 13D Page 3 of 10 Pages
1 NAME OF REPORTING PERSONS S.S. OR I.R.S.
IDENTIFICATION OF ABOVE PERSONS
Lena Russo, S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a)
[x]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF,00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 679,070
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 58,740
PERSON WITH
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
679,070
12 CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)
9.2%
14 TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 03215910 13D Page 4 of 10 Pages
1 NAME OF REPORTING PERSONS S.S. OR I.R.S.
IDENTIFICATION OF ABOVE PERSONS
Clifton Russo, S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) [x]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF,00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 679,070
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 153,967
PERSON WITH
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
679,070
12 CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)
9.2%
14 TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 03215910 13D Page 5 of 10 Pages
1 NAME OF REPORTING PERSONS S.S. OR I.R.S.
IDENTIFICATION OF ABOVE PERSONS
Lawrence Russo, S.S. No. ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) [x]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF,00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 679,070
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 138,472
PERSON WITH
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
679,070
12 CHECK BOX IS THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)
9.2%
14 TYPE OF REPORTING PERSON*
IN
<PAGE>
Item 1. Security and Issuer
This statement is being filed with respect to the
common stock, $.10 par value (the "Common Stock"), of Amrep
Corporation, an Oklahoma corporation ("Amrep"). Amrep's
principal executive offices are located at 641 Lexington
Avenue, New York, New York 10022.
Item 2. Identity and Background
(a) This statement is being filed by Albert Russo, Lena
Russo, Clifton Russo and Lawrence Russo (collectively, the
"Reporting Persons"). Albert, Clifton and Lawrence Russo
are brothers, and Lena Russo is their mother.
(b) The business address of the Reporting Persons is c/o
American Simlex Company, 401 Broadway, Suite 1712, New York,
New York 10013.
(c) The Reporting Persons are engaged in the businesses of
importing and exporting textiles, investing in commercial
real estate and managing their respective portfolios of
securities. The Reporting Persons' textile business is
conducted primarily through American Simlex Company, a New
York general partnership, and Russ Export Corporation, a New
York corporation. The address of both American Simlex
Company and Russ Export Corporation is 401 Broadway, Suite
1712, New York, New York.
(d) During the past five years, none of the Reporting
Persons has been convicted in a criminal proceeding
(excluding traffic violation or similar misdemeanors).
(e) During the past five years, none of the Reporting
Persons has been a party to a civil proceeding of a judicial
or administration body of competent jurisdiction and as a
result of such proceeding was or is subject to a judgement,
decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect
to such laws.
(f) Each reporting person is a citizen of the United States
of America.
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Persons directly or indirectly acquired
their respective shares of Common Stock in numerous open
market purchases going back to 1971. Substantially all of
the shares of Common Stock held by the Reporting Persons
were acquired and are held through margin accounts with
brokers. During the past three years, the aggregate amount
of margin indebtedness owed by the Reporting Persons and
secured by the securities held in their respective accounts
has at all times been less than $1 million.
Item 4. Purpose of Transaction
The Reporting Persons are filing this Statement on
Schedule 13D because they have decided to act as a group in
voting their shares of Common Stock. The Reporting Persons
presently have no plans or proposals that relate to or would
result in any transaction or other event with respect to
which disclosure is called for by Item 4 of Schedule 13D.
The Reporting Persons continue to evaluate their investment
in the Common Stock and to consider various alternatives
with respect thereto, including, without limitation, the
acquisition of additional shares of Common Stock.
Item 5. Interest in Securities of the Issuer
(a),(b) Set forth below is the aggregate shares of Common
Stock owned by each of the Reporting Persons and the
percentage of the outstanding number of shares of Common
Stock which such shares represent, based on the outstanding
number of shares of Common Stock identified in the Company's
Quarterly Report on Form 10-Q for the fiscal quarter ended
January 31, 1995. Each Reporting Person has sole
dispositive and, subject to the decision of the Reporting
Persons to act as a group as reported in this Statement on
Schedule 13D, voting power with respect to all of the shares
of Common Stock reported as being beneficially owned by him
or her. The shares beneficially owned by Albert Russo,
however, include 25,400 shares that he holds under the
Uniform Gift to Minors Act for his minor children.
Percentage of
Name of Number of Shares Outstanding Share
Reporting Person Beneficially Owned of Common Stock
Albert Russo 327,891 4.4
Lena Russo 58,740 0.8
Clifton Russo 153,967 2.1
Lawrence Russo 138,472 1.9
(c) Not applicable
(d) Not applicable
(e) Not applicable
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Security of the Issuer
Except as disclosed in response to Item 4, there are
no contracts, arrangements, understandings or relationships
(legal or otherwise) among the Reporting Persons or between
the Reporting Persons and any other person with respect to
any securities of Amrep.
Item 7. Material to be Filed of Exhibits
None
<PAGE>
SIGNATURE
The Undersigned, after reasonable inquiry and to the
best of their knowledge and belief, certify that the
information set forth in this statement is true, complete
and correct.
/s/ Albert Russo /s/ Lena Russo
- ---------------------- ---------------------
Albert Russo Lena Russo
/s/ Clifton Russo /s/ Lawrence Russo
- ---------------------- ----------------------
Clifton Russo Lawrence Russo
Date: June 27, 1995
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