UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)<F1>
Movado Group, Inc.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
624580 10 6
(CUSIP Number)
Sonia Grinberg
c/o Movado Group, Inc.
125 Chubb Avenue
Lyndhurst, New Jersey 07071
201-460-4800
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 19, 1996
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
____________________
[FN]
<F1> 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 ("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>
SCHEDULE 13D
CUSIP No. 624580 10 6 Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sonia Grinberg
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
Not Applicable
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
Not Applicable
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7 SOLE VOTING POWER
NUMBER OF 103,040
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY? 34,779
EACH
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH 103,040
10 SHARED DISPOSITIVE POWER
34,799
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
137,819
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* /x/
1,307,251 Shares beneficially owned by Mrs. Sonia Grinberg's husband
as to which shares Mrs. Sonia Grinberg disclaims beneficial ownership.
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.86%
<PAGE>
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION
<PAGE>
Item 1. Security and Issuer.
Common Stock, par value $.01 per share
Movado Group, Inc.
125 Chubb Avenue
Lyndhurst, NJ 07071
Item 5. Interest in Securities of the Issuer.
(a) The Reporting Person beneficially owns one hundred
thirty-seven thousand eight hundred nineteen (137,819) shares of Class A Common
Stock, par value $.01 per share ("Class A Common Stock"), which is convertible
on a one-for-one basis into Common Stock, par value $.01 per share, of the
issuer (representing 3.86% of the issued and outstanding shares of the class of
securities identified in Item 1). Of these shares of Class A Common Stock, one
hundred three thousand forty (103,040) shares are owned individually by the
Reporting Person, and thirty-four thousand seven hundred seventy-nine (34,779)
shares are owned by the Grinberg Foundation, a non-profit corporation of which
Mrs. Sonia Grinberg, her husband and Mr. Leonard Silverstein are the directors
and officers. The Reporting Person expressly declares that the filing of this
statement shall not be construed as an admission that the Reporting Person is,
for the purposes of Section 13(d), the beneficial owner of any securities
covered by this statement other than those shares individually owned by the
Reporting Person.
(b) The Reporting Person has sole voting and dispositive
power with respect to the one hundred three thousand forty (103,040) shares of
Class A Common Stock individually owned by the Reporting Person and shared
voting and dispositive power with Messrs. Gedalio Grinberg and Leonard
Silverstein with respect to the thirty-four thousand seven hundred seventy-nine
(34,779) shares of Class A Common Stock owned by the Grinberg Foundation.
(c) On November 19, 1996, the Reporting Person disposed
of four hundred thousand (400,000) shares of the Class A Common Stock of the
issuer by gift to her husband, Mr. Gedalio Grinberg.
<PAGE>
(d) To the knowledge of the Reporting Person, no other
person has the right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, such securities.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer. The Report Person is
not a party to any contract, arrangement, understanding or relationship (legal
or otherwise) with respect to any securities of the issuer, including but not
limited to transfer or voting of any of the securities, finder's fees, joint
ventures, loan or option arrangements, puts or calls, guarantees of profits,
division of profits or loss, or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits. None.
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.
December 9, 1996 /s/ Sonia Grinberg
-------------------------
Sonia Grinberg
