UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 12)*
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
(Name of Issuer)
Common Stock, $1.00 par value per share
(Title of Class of Securities)
121579 10 6
(CUSIP Number)
Check the following box if a fee is being paid with this statement. (A fee
is not required only if the filing 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).
*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).
Page 1 of 5 Pages<PAGE>
CUSIP No. 121579 10 6 13G Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
STEPHEN E. MILSTEIN
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
2,016,941
6 SHARED VOTING POWER
30,000
7 SOLE DISPOSITIVE POWER
2,016,941
8 SHARED DISPOSITIVE POWER
30,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,046,941
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*
X
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.0%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!<PAGE>
CUSIP No. 121579 10 6 13G Page 3 of 5 Pages
Item 1(a) Name of Issuer: Burlington Coat Factory Warehouse Corporation
1(b) Address of Issuer's Principal Executive Offices:
1830 Route 130
Burlington, New Jersey 08016
Item 2(a) Name of Person Filing: Stephen E. Milstein
2(b) Address of Principal Business Office:
1830 Route 130
Burlington, New Jersey 08016
2(c) Citizenship: United States of America
2(d) Title of Class of Securities:
Common Stock, $1.00 par value
2(e) CUSIP Number: 121579 10 6
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 Section 240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with Section
240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)
This item is inapplicable.
Item 4 Ownership as of December 31, 1996
(a) Amount Beneficially Owned: 2,046,941 (1)
(b) Percent of Class: 5.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 2,016,941
(ii) shared power to vote or to direct the vote 30,000 (1) (2)
(iii) sole power to dispose or to direct the
disposition of 2,016,941
(iv) shared power to dispose or to direct the
disposition of 30,000 (1) (2)
<PAGE>
CUSIP No. 121579 10 6 13G Page 4 of 5 Pages
(1) Excludes the following number of shares of Common Stock owned by
members of Stephen E. Milstein's family as to which shares Stephen E.
Milstein disclaims beneficial ownership:
Relationship to
Name Stephen Milstein Number of Shares Percentage of Class
Monroe G. Milstein Father 11,594,196 28.8%
Henrietta Milstein Mother 6,875,012 17.1%
Andrew R. Milstein Brother 2,263,593 5.6%
Lazer Milstein Brother 2,199,591 5.4%
(2) Included in the 2,046,941 shares of Common Stock reported are 3,950
shares of Common Stock held by Stephen E. Milstein as trustee under
trust agreement dated December 31, 1994 for the benefit of a niece
of Stephen E. Milstein and 2,929 shares of Common Stock held by
Stephen E. Milstein as trustee under trust agreement dated November 4,
1988 for the benefit of a nephew of Stephen E. Milstein. Also
included are 7,000 shares of Common Stock underlying options granted
to Stephen E. Milstein. Also included are 30,000 shares of Common
Stock held by Stephen E. Milstein as trustee under various trust
agreements for the benefit of the children of Andrew R. Milstein,
Lazer Milstein and Stephen E. Milstein.
Item 5 Ownership of Five Percent or less of a Class:
Not Applicable
Item 6 Ownership of more than Five Percent on behalf of Another Person
See Footnote 2 to Item (4) above
Item 7 Identification and Classification of the Subsidiary which
Acquired the Security being Reported by the
Parent Holding Company:
Not Applicable
Item 8 Identification and Classification of Members of the Group:
Not Applicable
Item 9 Notice of Dissolution of Group:
Not Applicable
Item 10 Certification:
Not Applicable
<PAGE>
CUSIP No. 121579 10 6 13G Page 5 of 5 Pages
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.
February 07, 1997
Date
/s/ Stephen E. Milstein
Signature
Stephen E. Milstein
Name/Title
