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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13d-2(a)
(AMENDMENT NO. 1)(1)
STAFF BUILDERS, INC.
(Name of Issuer)
CLASS B COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
(CUSIP Number)
MR. DALE R. CLIFT FLOYD I. WITTLIN, ESQ.
STAFF BUILDERS, INC. RICHARDS & O'NEIL, LLP
1983 MARCUS AVENUE 885 THIRD AVENUE
LAKE SUCCESS, NY 11042 NEW YORK, NEW YORK 10022
(516) 358-1000 (212) 207-1200
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 14, 1998
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box
/ /.
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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 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 or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the
Act.
Page 1 of 8 Pages
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CUSIP NO. 13D Page 2 of 8 Pages
(1) Name of reporting persons
I.R.S. identification Nos. of above persons (Entities Only)
DAVID SAVITSKY
(2) Check the appropriate box if a member of a group (a) / /
(see instructions) (b) / /
(3) SEC use only
(4) Source of funds (see instructions)
Not Applicable
(5) Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e) / /
(6) Citizenship or place of organization
UNITED STATES
Number of shares beneficially owned by each reporting person with:
(7) Sole voting power
None
(8) Shared voting power
None
(9) Sole dispositive power
None
(10) Shared dispositive power
None
(11) Aggregate amount beneficially owned by each reporting person
None
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(12) Check if the aggregate amount in Row (11) excludes certain shares (see
instructions) /x/
(13) Percent of class represented by amount in Row (11)
0%
(14) Type of reporting person (see instructions)
IN
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STAFF BUILDERS, INC. SCHEDULE 13D
AMENDMENT NO. 1
NOTE: This Amendment No. 1 amends a Statement on Schedule 13D, dated November 3,
1995 ("Schedule 13D"), and filed on behalf of David Savitsky.
ITEM 1. SECURITY AND ISSUER.
This statement relates to the Class B Common Stock, par value $.01 per
share ("Class B Common Stock"), of Staff Builders, Inc., a Delaware corporation
(the "Company"). The Company's principal executive offices are located at 1983
Marcus Avenue, Lake Success, New York 11042.
ITEM 2. IDENTITY AND BACKGROUND.
(a) David Savitsky.
(b) Mr. Savitsky's business address is 1983 Marcus Avenue, Lake
Success, New York 11042.
(c) Mr. Savitsky is Executive Vice President, Chief Operating Officer,
Secretary, Treasurer and a Director of the Company.
(d) Mr. Savitsky has not been convicted in a criminal proceeding
(excluding traffic violations and similar misdemeanors) during the last five
years.
(e) Mr. Savitsky has not been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction during the last five
years that resulted in Mr. Savitsky being subject 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) Mr. Savitsky is a citizen of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
This Amendment No. 1 to Schedule 13D relates to the (i) exchange on
October 14, 1998 of 333 1/3 shares of Class A Preferred Stock, $1.00 par value
per share, for 2,134,910 shares of Class A Common Stock and (ii) conversion on
October 14, 1998 of 377,537 shares of Class B Common Stock, $.01 par value per
share, owned by Mr. David
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Savitsky into an equal number of shares of Class A Common Stock (collectively,
the "Transaction").
ITEM 4. PURPOSE OF TRANSACTION.
The primary purpose of the Transaction was to eliminate the Class A
Preferred Stock, all of the outstanding shares of which were owned by Mr. David
Savitsky and Mr. Stephen Savitsky, who is the Chairman of the Board, President,
Chief Executive Officer and a Director of the Company, and to reduce the voting
rights of Messrs. Savitsky through conversion of their outstanding shares of
Class B Common Stock into an equal number of shares of Class A Common Stock.
Mr. Savitsky does not have any plans or proposals which relate to or
would result in any of the actions specified in Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) (b) Mr. Savitsky beneficially owns 0 shares of Class B Common
Stock. Mr. David Savitsky's wife holds 1,000 shares of Class B Common Stock as a
trustee for the benefit of their three minor children. Mr. Savitsky disclaims
beneficial ownership of these 1,000 shares and excludes such shares from the
aggregate number of shares beneficially owned by him.
(c) Except for the Transaction, Mr. Savitsky has not engaged in any
transaction with regard to the Class B Common Stock during the past sixty days.
(d) Not applicable.
(e) On October 14, 1998, Mr. Savitsky ceased to be the beneficial owner
of shares of Class B Common Stock.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings and relationships
required to be described in response to Item 6.
Page 5 of 8 Pages
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ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
<TABLE>
<CAPTION>
Exhibit No. Description
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<S> <C>
Exhibit 1 Agreement, dated August 27, 1998, between the Company
and David Savitsky and Stephen Savitsky
(incorporated by reference to Exhibit A to the
Company's Proxy Statement, dated August 27, 1998,
filed with the Securities and Exchange Commission
on August 27, 1998).
</TABLE>
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Amendment No. 1 is true, complete
and correct.
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October 26, 1998
/s/ David Savitsky
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David Savitsky
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Location of Exhibit in
Sequential Numbering
Exhibit No. Description System
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<S> <C> <C>
1 Agreement, dated as of August 27, 1998, between the Company
and David Savitsky and Stephen Savitsky (incorporated by
reference to Exhibit A to the Company's Proxy Statement,
dated August 27, 1998, filed with the Securities and
Exchange Commission on August 27, 1998).
</TABLE>
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