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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. 7 )*
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THE ARLEN CORPORATION
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
041327107
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(CUSIP Number)
Allan Marrus, 505 Eighth Avenue, New York, NY 10018, (212) 736-8100
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
January 23, 1996
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(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 [ ].
Check the following box if a fee is being paid with this statement
[ ]. (A fee is not required only if the reporting 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.)
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).
The Arlen Corporation Schedule 13D of Mark W. McLaughlin
CUSIP No. 041327107 Page 1 of 5 Pages
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<TABLE>
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<S> <C> <C>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mark W. McLaughlin
Mark W. McLaughlin IRA/Rollover
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS [x]
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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NUMBER OF 7 SOLE VOTING POWER: 5,402,785
SHARES
BENEFICIALLY -----------------------------------------------
OWNED BY 8 SHARED VOTING POWER: -0-
EACH
REPORTING -----------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER: 5,402,785
WITH
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10 SHARED DISPOSITIVE POWER: -0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,402,785
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.56%
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14 TYPE OF REPORTING PERSON*
IN, OO
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</TABLE>
*SEE INSTRUCTIONS BEFORE FILLING OUT!
The Arlen Corporation Schedule 13D of Mark W. McLaughlin
CUSIP No. 041327107 Page 2 of 5 Pages
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ITEM 1. SECURITY AND ISSUER.
This statement relates to the common stock (the "Common Stock") of The
Arlen Corporation ("Arlen"), 505 Eighth Avenue, New York, NY 10018.
ITEM 2. IDENTITY AND BACKGROUND.
(a) The name of the reporting person is Mark W. McLaughlin
("McLaughlin"), who is reporting on behalf of himself and the
Mark W. McLaughlin IRA/Rollover.
(b) McLaughlin's business address is 13750 U.S. 281 North, Suite
660, San Antonio, TX 78232.
(c) McLaughlin is the president of McLaughlin International, Inc.
("McLaughlin International"). McLaughlin International's
principal business is merchant consulting, and its principal
address is 13750 U.S. 281 North, Suite 660, San Antonio, TX
78232.
(d) During the last five years, McLaughlin has not been convicted
in a criminal proceeding.
(e) On September 20, 1994, McLaughlin consented, without admitting
or denying the allegations, to a Cease and Desist Order of the
Securities and Exchange Commission pursuant to Section 21C of
the Securities Exchange Act (the "Order") based on the alleged
failure to file a Schedule 13D with respect to purchases of
stock of Arlen. The transaction that resulted in the Order is
more fully described in Item 2(e) of McLaughlin's Amendment
No. 1 to Schedule 13D dated January 4, 1994, and Amendment No.
6 to Schedule 13D dated November 15, 1996.
(f) McLaughlin is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
McLaughlin exclusively used personal funds (including personal funds
contributed to his IRA) to effect the transactions described in Item 5(c)
hereunder.
ITEM 4. PURPOSE OF THE TRANSACTION.
The Common Stock covered by this Schedule 13D was purchased solely for
investment purposes. McLaughlin does not now and never has had any plan to
participate in the management of Arlen or to effect any change whatsoever in
the manner in which Arlen is managed. McLaughlin never has participated in any
group that has had any such plans.
The Arlen Corporation Schedule 13D of Mark W. McLaughlin
CUSIP No. 041327107 Page 3 of 5 Pages
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate number shares of the Common Stock that
McLaughlin beneficially owns is 5,402,785. Such number
represents 17.56% of the total amount of the Common Stock that
is outstanding.
(b) McLaughlin has the sole power to vote (or direct the vote of)
and sole power to dispose of (or direct the disposition of)
all 5,402,785 shares that he owns.
(c) McLaughlin has effected the following transactions since his
most recent Schedule 13D dated November 15, 1996:
On January 22, 1997, McLaughlin purchased in the open market
with personal funds 100,000 shares of the Common Stock at $.05
per share through Oppenheimer & Co., Inc.
On January 22, 1997, McLaughlin purchased in the open market
with personal funds 20,000 shares of the Common Stock at $.06
per share through Oppenheimer & Co., Inc.
On January 22, 1997, McLaughlin purchased in the open market
with personal funds 30,000 shares of the Common Stock at $.07
per share through Oppenheimer & Co., Inc.
On January 22, 1997, McLaughlin purchased in the open market
with personal funds 50,000 shares of the Common Stock at $.08
per share through Oppenheimer & Co., Inc.
On January 23, 1997, McLaughlin purchased in the open market
with personal funds 50,000 shares of the Common Stock at $.11
per share through Oppenheimer & Co., Inc.
On January 23, 1997, McLaughlin purchased in the open market
with personal funds 50,000 shares of the Common Stock at $.12
per share through Oppenheimer & Co., Inc.
(d) None.
(e) Not applicable.
The Arlen Corporation Schedule 13D of Mark W. McLaughlin
CUSIP No. 041327107 Page 4 of 5 Pages
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ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None.
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.
Date: January 27, 1997 /s/ Mark W. McLaughlin
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Mark W. McLaughlin
The Arlen Corporation Schedule 13D of Mark W. McLaughlin
CUSIP No. 041327107 Page 5 of 5 Pages
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