UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2) *
SKLAR CORPORATION
(Name of Issuer)
COMMON STOCK, $0.10 par value, Series A Convertible Preferred Stock, $0.10
par value (Title of Class of Securities)
58405330
(CUSIP Number)
Bari Krein, Esquire 2500 One Liberty Place, Philadelphia, Pennsylvania 19103
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 11, 1989
(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-l(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 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-l(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
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CUSIP NO. 58403300 Page 1 of 5 Pages
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1 NAME OF REPORTING PERSON Donald Taylor
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
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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*
PF
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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 ORIGINATION
United States of America
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7 SOLE VOTING POWER
NUMBER OF 203,715 shares of Common Stock; 6,575 shares
SHARES of Preferred Stock
BENEFICIALLY ---------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH None.
REPORTING ---------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 203,715 shares of Common Stock; 6,575 shares
of Preferred Stock
---------------------------------------------------------
10 SHARED DISPOSITIVE POWER
None.
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11 AGGREGATED AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
203,715 shares of Common Stock; 6,575 shares of Preferred Stock
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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)
27% of Common Stock; 29.8% of Preferred Stock
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14 TYPE OF REPORTING PERSON*
IN
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<PAGE>
SCHEDULE 13D
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CUSIP NO. 58403300 Page 2 of 5 Pages
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Item 1. Security and Issuer.
This Schedule 13D report relates to the Common Stock, par value $.10
per share, and Preferred Stock, par value $.10 per share, of Sklar
Corporation (the "Issuer"). The principal executive offices of the Issuer
are located at 889 South Matlack Street, West Chester, Pennsylvania, 19382.
Item 2. Identity and Background.
(a) This statement is filed by Donald Taylor.
(b) His address is 241 Clonmell-Upland Road, West Grove, PA 19390.
(c) Donald Taylor ("Taylor") was appointed a Director of the Issuer in
November, 1988 and was elected President in January 1989. From 1986 to 1989
he was retained by the Issuer as a consultant. The Issuer is engaged in the
business of importing and distributing surgical, dental and veterinary hand
held precision stainless steel instruments. The principle business address
of the Issuer is as set forth in Item 1.
(d) Taylor has not been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) during the last five years.
(e) Taylor has not been a party, during the last five years, to any
civil proceeding or a judicial administrative body of competent
jurisdiction which resulted his being subjected 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
violation with respect to such laws.
(f) Taylor is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
The funds for all acquisitions by Donald Taylor were personal funds.
The amount of funds concerned in the acquisition of such securities as of
the date of this report, aggregates approximately $220,598.
<PAGE>
SCHEDULE 13D
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CUSIP NO. 58403300 Page 3 of 5 Pages
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Item 4. Purpose of Transaction.
The shares of Common Stock and Preferred Stock of the Issuer were
acquired by Taylor for investment purposes.
Except as set forth in this Item, at the time of the purchases Taylor
did not have any plans or proposals which relate to or would result in; the
acquisition by any person of additional securities of the Issuer, or the
disposition of securities of the Issuer; an extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
Issuer or any of its subsidiaries; a sale or transfer of a material amount
to assets of the Issuer or any of its subsidiaries; 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 or to fill any
existing vacancies on the Board; any material change in the Issuer's
business or corporate structure; causing the Issuer's securities to cease
to be authorized to be quoted in an inter-dealer quotation system or to
cease to be registered under Section 12(g) of the Securities Exchange Act
of 1934; or any action similar to any of those enumerated above.
Notwithstanding the forgoing, Taylor is currently aware of the
Issuer's intent to cause its Common Stock to cease to be registered under
Section 12(g) of the Securities and Exchange Act of 1934.
Item 5. Interest in Securities of the Issuer.
(a) Taylor is presently the beneficial owner of 203,715 shares of
Common Stock of the Issuer; which represents approximately 27% of the
Issuer's 754,940 shares of outstanding Common Stock. Taylor is also
presently the beneficial owner of 6,575 shares of Preferred Stock of the
Issuer; which represents approximately 29.8% of the Issuer's 22,078 issued
and outstanding shares of Preferred Stock.
(b) Taylor has the sole power to vote or to direct the vote of the
203,715 shares of Common Stock and 6,575 shares of Preferred Stock referred
to in Item 5(a) above, and has the sole power to dispose or direct the
disposition of such shares.
<PAGE>
SCHEDULE 13D
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CUSIP NO. 58403300 Page 4 of 5 Pages
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(c) Transactions by Taylor were as follows*:
Date Class of Shares Amount of Shares Price Per Share
May 11, 1989 Common Stock 8,200 $0.10
June 11, 1989 Preferred Stock 652 $14.00
July 20, 1989 Preferred Stock 200 $10.02
July 20, 1989 Common Stock 1,600 $0.13
Aug. 16, 1989 Preferred Stock 100 $14.53
Sept. 22, 1989 Preferred Stock 50 $11.18
Nov. 15, 1989 Common Stock 3,456 $0.06
Nov. 15, 1989 Common Stock 30 $3.00
Nov. 29, 1989 Preferred Stock 55 $12.05
Feb. 21,1990 Preferred Stock 125 $14.02
May 7, 1990 Preferred Stock 750 $13.33
June 15, 1990 Common Stock 13,425 $0.13
July 10, 1990 Common Stock 7,756 $0.10
Jan. 1, 1991 Preferred Stock 25 $15.00
Jan. 1, 1991 Common Stock 200 $1.25
June 1, 1991 Common Stock 400 $0.40
Dec. 31, 1991 Common Stock 7,440 $0.10
Dec. 31, 1991 Preferred Stock 620 $15.65
Dec. 31, 1991 Preferred Stock 930 $15.65
Dec. 24, 1992 Preferred Stock 160 $15.03
June 1, 1995 Preferred Stock 309 $19.74
Nov. 20, 1995 Preferred Stock 10 $25.00
Nov. 20, 1995 Preferred Stock 187 $25.00
Nov. 20, 1995 Preferred Stock 245 $25.00
Nov. 20, 1995 Preferred Stock 889 $25.00
Nov. 20, 1995 Common Stock 113 $0.2041
Nov. 20, 1995 Common Stock 392 $0.20
Nov. 20, 1995 Common Stock 510 $0.20
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SCHEDULE 13D
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CUSIP NO. 58403300 Page 5 of 5 Pages
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Nov. 20, 1995 Common Stock 792 $0.20
Nov. 20, 1995 Common Stock 1,172 $0.20
Nov. 20, 1995 Common Stock 1,960 $0.20
Nov. 20, 1995 Common Stock 1,960 $0.20
Nov. 20, 1995 Common Stock 1,960 $0.20
Nov. 20, 1995 Common Stock 2,450 $0.20
June 19, 1996 Common Stock 800 $0.20
June 19, 1996 Preferred Stock 100 $24.97
Nov. 26, 1996 Common Stock 5,800 $0.10
* Donald Taylor last filed a Schedule 13D on January 11, 1989 when he owned
175,965 shares of Common Stock and 1,638 shares of Preferred Stock. We have
included a description of all purchases since January, 1989.
Item 6. Contract, Arrangements, Understanding or Relations with Respect to
the Securities of the Issuer
None.
Item 7. Materials to be Filed as Exhibits
None.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in the Statement
is true, correct and complete.
DATED: January 21, 1999.
/s/ Donald Taylor
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