SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
__________
SCHEDULE 13G
(Rule 13d-102)
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)(1)
LINENS 'N THINGS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
535679-10-4
(CUSIP Number)
- ------
(1) The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior
cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
CUSIP NO. 535679-10-4 Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CVS CORPORATION 05-0494040 (See Item 2(a) and Item 4(a))
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DE
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 100 (See Item 4(a))
OWNED BY
EACH 6 SHARED VOTING POWER
REPORTING
PERSON None
WITH
7 SOLE DISPOSITIVE POWER
100 (See Item 4(a))
8 SHARED DISPOSITIVE POWER
None
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
100 (See Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately 0.0%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1.
(a) Name of Issuer:
Linens 'n Things, Inc., a Delaware corporation (the "Company").
(b) Address of Issuer's Principal Executive Offices:
6 Brighton Road
Clifton, NJ 07015
Item 2.
(a) Name of Person Filing:
CVS Corporation ("CVS"). As described in Item 4(a) below, CVS
owns 100 shares of common stock of the Company indirectly
through wholly-owned subsidiaries of CVS.
(b) Address of Principal Business Office, or, if None, Residence:
The address of the principal business office of CVS is 1 CVS
Drive, Woonsocket, Rhode Island 02895.
(c) Citizenship:
CVS is a Delaware corporation.
(d) Title of Class of Securities:
The class of securities to which this statement relates is the
Common Stock of the Company.
(e) CUSIP Number:
535679-10-4
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act,
(b) [ ] Bank as defined in Section 3(a)(6) of the Act,
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act,
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act,
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940,
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see Rule
13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company, in accordance with Rule
13d-1(b)(1)(ii)(G) (Note: See Item 7),
(h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Inapplicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
CVS is the direct parent company of CVS New York, Inc., a
New York corporation formerly named "Melville Corporation"
("CVS New York"). CVS New York is the direct parent
company of CVS Center, Inc., a New Hampshire corporation.
CVS, Inc., a Rhode Island corporation, is a direct
subsidiary of CVS Center, Inc., and CVS, Inc. is the
direct parent company of CVS H.C., Inc., a Minnesota
corporation. CVS H.C., Inc. is the direct parent company
of Nashua Hollis CVS, Inc., a New Hampshire corporation
("Nashua Hollis").
Prior to June 4, 1997, approximately 32.5% of the outstanding
capital stock of the Company was owned directly by Nashua
Hollis, and was owned indirectly by CVS through the
aforementioned wholly-owned subsidiaries of CVS.
On June 4, 1997, CVS (through its indirect wholly-owned
subsidiary, Nashua Hollis) consummated a secondary public
offering (the "Secondary Offering") of 6,267,658 shares of
Common Stock of the Company held by Nashua Hollis. After
giving effect to the Secondary Offering (and as of June 4,
1997), CVS (indirectly through Nashua Hollis) beneficially
owned 100 shares of Common Stock of the Company.
(b) Percent of Class:
Approximately 0.0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 100
(ii) Shared power to vote or to direct the vote: None
(iii) Sole power to dispose or direct the disposition of: 100
(iv) Shared power to dispose or to direct the disposition
of: None
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [X].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Inapplicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Securities Being Reported on By the Parent Holding
Company.
Inapplicable.
Item 8. Identification and Classification of Members of the Group.
Inapplicable.
Item 9. Notice of Dissolution of Group.
Inapplicable.
Item 10. Certification.
Inapplicable.
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.
Date: June 27, 1997
CVS CORPORATION
By: /s/ Charles C. Conaway
---------------------------------
Name: Charles C. Conaway
Title: Chief Financial Officer
Attention: International misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).