SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 1)
Under the Securities Exchange Act of 1934
BROADWAY STORES, INC.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
111572103
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(CUSIP Number)
Dennis J. Broderick, Esq.
Federated Department Stores, Inc.
7 West Seventh Street
Cincinnati, Ohio 45202
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
With a copy to:
Robert A. Profusek, Esq.
Jones, Day, Reavis & Pogue
599 Lexington Avenue
New York, New York 10022
(212) 326-3800
October 11, 1995
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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 the statement [ ].
<PAGE>
CUSIP No. 111572103 13D Page 2 of 4 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Federated Department Stores, Inc.
13-3324058
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7 SOLE VOTING POWER
NUMBER OF See Item 5
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH -0-
REPORTING
PERSON WITH 9 SOLE DISPOSITIVE POWER
See Item 5
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
See Item 5
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
This Amendment No. 1 amends and supplements the Statement on Schedule 13D
(the "Schedule 13D") filed on August 24, 1995 by Federated Department Stores,
Inc. Capitalized terms used herein which are not otherwise defined herein are
so used with the respective meanings ascribed to them in the Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended by adding the following at the end thereof:
On October 11, 1995, Newco was merged with and into the Company
pursuant to the Merger Agreement, at which time (i) each then-
outstanding share of Common Stock was converted into the right to
receive 0.27 shares of Federated Common Stock, (ii) each then-
outstanding share of Series A Preferred Stock of the Company was
converted into the right to receive one one-thousandth of a share of
new Series A Preferred Stock of the Company (as the surviving
corporation in the Merger), and (iii) each then-outstanding share of
common stock of Newco was converted into 370.44 shares of common stock
of the Company (as the surviving corporation in the Merger).
Immediately following the Merger, Federated owned all 37,044
outstanding shares of the common stock of the Company, which shares,
after giving effect to the issuance pursuant to the Merger of shares
of new Series A Preferred Stock of the Company, represented
approximately 98% of the total combined voting power of the
outstanding capital stock of the Company.
<PAGE>
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: October 12, 1995 FEDERATED DEPARTMENT STORES, INC.
By: /s/ Dennis J. Broderick
---------------------------------
Name: Dennis J. Broderick
Title: Senior Vice President
