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(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 6,267,758 (See Item 4(a))
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY None
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 6,267,758 (See Item 4(a))
PERSON 8 SHARED DISPOSITIVE POWER
WITH None
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,267,758 (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 32.5%
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 6,267,758 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 December 2, 1996, all 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 December 2, 1996, CVS ( through its indirect wholly-owned
subsidiary, Nashua Hollis) consummated an initial underwritten
public offering (the "IPO") of 13,000,000 shares of Common
Stock of the Company held by Nashua Hollis. After giving
effect to the IPO (and as of December 31, 1996), CVS
(indirectly through Nashua Hollis) beneficially owned 6,267,758
shares of Common Stock of the Company.
(b) Percent of Class:
Approximately 32.5%.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 6,267,758
(ii) Shared power to vote or to direct the vote: None
(iii) Sole power to dispose or direct the disposition of:
6,267,758
(iv) Shared power to dispose or to direct the disposition of:
None
Item 5. Ownership of Five Percent or Less of a Class.
Inapplicable.
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: February 10, 1997
CVS CORPORATION
By: /s/ Charles Conaway
------------------------------
Name:Charles Conaway
Title:Chief Financial Officer
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).
