SHELBY WILLIAMS INDUSTRIES INC
SC 13D/A, 1997-04-15
MISCELLANEOUS FURNITURE & FIXTURES
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                                  UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                   SCHEDULE 13D

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 5)*



                       SHELBY WILLIAMS INDUSTRIES, INC.    
- -----------------------------------------------------------------------------
                               (Name of Issuer)


                         Common Stock $.05 par value
- -----------------------------------------------------------------------------
                        (Title of Class of Securities)


                                  822135 10 9
- -----------------------------------------------------------------------------
                                 (CUSIP Number)

Walter Roth, D'Ancona & Pflaum                                                  
30 North LaSalle Street, Suite 2900, Chicago, IL 60602  Tel.# (312) 580-2020
- -----------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive 
Notices and Communications)


                                 April 8, 1997        
- -----------------------------------------------------------------------------
             (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.

*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 1 of 3

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     This Amendment No. 5 to the Schedule 13D of Manfred Steinfeld pertaining 
to Shelby Williams Industries, Inc. (the "Company"), CUSIP No. 822135 10 9, 
is filed solely to correct three clerical errors, two of which are contained 
in the first paragraph of Item 5(c) of Amendment No. 4, filed April 8, 1997, 
describing a purchase of the Company's shares by the Company's ESOP.  Said 
paragraph is corrected to read as follows:

          "Since February 1, 1997, the ESOP purchased 5,000 [corrected from
     50,000] shares of the Company's common stock as follows:


                              NUMBER OF SHARES                  PRICE
     DATE                        PURCHASED                    PER SHARE
    ------                    -----------------               -----------
    4/2/97 [corrected              5,000                        $13.75"
          from 4/2/96]


     In addition, the date of signature on page 5 of Amendment No. 4 is
corrected from April 8, 1996 to April 8, 1997.

     Said Amendment No. 4 remains unchanged except for the above clerical
corrections.


                                  Page 2 of 3

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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 statement is true, complete 
and correct.

Dated: April 15, 1997

                                                /s/ Manfred Steinfeld
                                                -----------------------------
                                                    Manfred Steinfeld

                                  Page 3 of 3


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