<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO.10)*
RUSS BERRIE AND COMPANY, INC.
----------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK, $0.10 stated value
----------------------------------------------------------------------
(Title of Class of Securities)
782233 10 0
----------------------------------------------------
(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 6 pages
<PAGE> 2
<TABLE>
<CAPTION>
CUSIP NO. 782233 10 0 13G PAGE 2 OF 6 PAGES
-------------- ------ ------
<S> <C>
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RUSSELL BERRIE
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(A) [ ]
(B) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
10,228,508
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY Not applicable.
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 10,228,508
8 SHARED DISPOSITIVE POWER
Not applicable
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,728,508
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
54.7%
12 TYPE OF REPORTING PERSON*
IN
</TABLE>
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 6 pages
<PAGE> 3
<TABLE>
<CAPTION>
SCHEDULE 13G*
<S> <C>
Item 1(a). Name of Issuer:
--------------
Russ Berrie and Company, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
-----------------------------------------------
111 Bauer Drive
Oakland, New Jersey 07436
Item 2(a). Name of Person Filing:
---------------------
Russell Berrie
Item 2(b). Address of Principal Business Office, or, if none, Residence:
------------------------------------------------------------
111 Bauer Drive
Oakland, New Jersey 07436
Item 2(c). Citizenship:
-----------
U.S.A.
Item 2(d). Title of Class of Securities:
----------------------------
Common Stock, $0.10 stated value
Item 2(e). CUSIP Number:
------------
782233 10 0
Item 3. It this Statement is Filed pursuant to Rules 13d-1(b) or 13d-2(b), check whether the person filing is a
-------------------------------------------------------------------------------------------------------
(certain items):
Inapplicable
</TABLE>
- -------------------------------------------
* This Schedule is being filed pursuant to Section
13(g) of the Securities Exchange Act of 1934; its
filing shall not be construed as an admission that
the person filing the Schedule is the beneficial
owner for the purposes of Section 16 of the
Securities Exchange Act of 1934 of any of the shares
stated in this Schedule to be beneficially owned by
such person.
Page 3 of 6 Pages
<PAGE> 4
<TABLE>
<S> <C>
Item 4. Ownership:
---------
(a) Amount beneficially owned:
11,728,508*
(b) Percent of class:
54.7%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
10,228,508
(ii) shared power to vote or to direct the vote:
Not applicable.
(iii) sole power to dispose or to direct the disposition of:
10,228,508
(iv) shared power to dispose or to direct the disposition of:
Not applicable.
</TABLE>
- --------------------------------------
* Does not include 148,200 shares held beneficially and
of record by The Russell Berrie Foundation, of which
Mr. Berrie is a trustee. Includes 1,500,000 shares
held of record by the Russell Berrie 1992 Charitable
Trust, of which Mr. Berrie is the grantor and a
beneficiary possessing the power to revoke and amend
such trust at any time, but as to which shares
another person possesses sole voting and dispositive
power.
Page 4 of 6 Pages
<PAGE> 5
<TABLE>
<S> <C>
Items 4(c)(i) and 4(c)(iii) include (i) 1,024,816 shares held of record by Mr. Russell Berrie and (ii)
9,203,542 shares held of record by The Russell Berrie 1991 Trust, of which Mr. Berrie is the grantor
possessing the unrestricted power to revoke the trust, a trustee possessing sole voting power and sole
dispositive power (as to any transfer other than to Mr. Berrie) with respect to the shares and, until his
death, the sole beneficiary. Also includes 150 shares held of record by Mr. Berrie as custodian for one
of his daughters.
Item 5. Ownership of Five Percent or Less of a Class:
--------------------------------------------
Inapplicable
Item 6. Ownership of More Than Five Percent on Behalf of Another Person:
---------------------------------------------------------------
Myron Rosner may be deemed to be a beneficial owner of certain of the shares set forth in response to Item
4(a).
Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the
--------------------------------------------------------------------------------------------------------
Parent Holding Company:
----------------------
Inapplicable
Item 8. Identification and Classification of Members of the Group:
---------------------------------------------------------
Inapplicable
Item 9. Notice of Dissolution of Group:
------------------------------
Inapplicable
</TABLE>
Page 5 of 6 Pages
<PAGE> 6
Item 10. Certification:
-------------
Inapplicable
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.
February 14, 1994
-----------------------------------------
(Date)
/s/ Russ Berrie
-----------------------------------------
(Signature)
Russell Berrie
-----------------------------------------
(Name)
Page 6 of 6 Pages
