UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 13)*
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION
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(Name of Issuer)
Common Stock, $1.00 par value per share
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(Title of Class of Securities)
121579 10 6
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(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 4 Pages<PAGE>
CUSIP No. 121579 10 6 13G Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HENRIETTA 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
7,680,802
6 SHARED VOTING POWER
26,970
7 SOLE DISPOSITIVE POWER
7,680,802
8 SHARED DISPOSITIVE POWER
26,970
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,707,772
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*
X
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
16.1%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!<PAGE>
CUSIP No. 121579 10 6 13G Page 3 of 4 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: Henrietta 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, 1997
(a) Amount Beneficially Owned: 7,707,772 (1)(2)
(b) Percent of Class: 16.1%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 7,680,802
(ii) shared power to vote or to direct the vote 26,970
(iii) sole power to dispose or to direct the
disposition of 7,680,802
(iv) shared power to dispose or to direct the
disposition of 26,970
(1) Excludes the following number of shares of Common Stock owned by
members of Henrietta Milstein's family as to which shares Henrietta
Milstein disclaims beneficial ownership:
<PAGE>
CUSIP No. 121579 10 6 Page 4 of 4 Pages
Relationship to
Name Henrietta Milstein Number of Shares Percentage of Class
- ---- ------------------ ---------------- -------------------
Monroe G. Milstein Husband 13,348,187 (3) 28%
Andrew R. Milstein Son 2,828,220 5.9%
Lazer Milstein Son 2,367,284 5.0%
Stephen E. Milstein Son 2,573,420 5.4%
(2) Includes 26,970 shares of Common Stock held by the Burlington Coat
Factory Warehouse Corporation 401(k) Profit Sharing Plan, of which
Monroe G. Milstein and Henrietta Milstein are the trustees.
(3) Excludes 26,970 shares described in Footnote (2) above.
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
Signature
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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 13, 1998
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Date
/s/ Henrietta Milstein
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Signature
Henrietta Milstein
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Name/Title
