UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ____)
Arrow Automotive Industries, Inc.
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
042727107
(CUSIP Number)
Dana C. Blakslee, Burns & Levinson LLP, 125 Summer Street,
Boston, MA 02110 (617) 345-3468
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 5, 1998
(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 13-d(b)(3) or (4), check the
following box.
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CUSIP No.: 042727107
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Mary S. Holzwasser
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)_______________________________________________________
(b)_______________________________________________________
3. SEC Use Only _____________________________________________
_________________________________________________________________
4. Source of Funds (See Instructions) N/A
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)_________________________________
_________________________________________________________________
6. Citizenship or Place of Organization: United States
Number of 7. Sole Voting Power: 840,988
Shares Bene- 8. Shared Voting Power: 536,567
ficially by 9. Sole Dispositive Power: 840,988
Owned by Each 10. Shared Dispositive Power: 536,567
Reporting
Person With
11. Aggregate Amount Beneficially Owned by Each Reporting Person:
1,377,555
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) _________________________________
13. Percent of Class Represented by Amount in Row (11): 47.95%
14. Type of Reporting Person (See Instructions): IN
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1. SECURITY AND ISSUER.
This statement relates to the common stock, $.10 par value (the
"Common Stock"), of Arrow Automotive Industries, Inc., a Massachusetts
corporation (the "Issuer"). The principal executive offices of the
Issuer are located at 3 Speen Street, Framingham, MA 01701.
2. IDENTITY OF BACKGROUND.
This statement is being filed by Mary S. Holzwasser, who resides at
25 Wachusett Road, Newton, Massachusetts 02167. Mrs. Holzwasser is a
Director of the Issuer and a private investor. Mrs. Holzwasser has not,
during the past five years, been convicted in a criminal proceeding, nor,
during the past five years, was she a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and a result of
such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding a violation with
respect to such laws. Mrs. Holzwasser is a citizen of the United States.
3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Not applicable.
4. PURPOSE OF TRANSACTION.
Mrs. Holzwasser was the sole beneficiary under The Arrow Automotive
Industries, Inc. Voting Trust Agreement dated March 28, 1990, as amended,
between Mrs. Holzwasser and Lawrence M. Levinson, as the sole Trustee
(the "Voting Trust Agreement"). The Voting Trust Agreement expired by
its terms, and pursuant to the terms of the Voting Trust Agreement, the
840,988 shares of Common Stock of the Issuer subject thereto were
transferred back to Mrs. Holzwasser, as the sole beneficiary under the
Voting Trust Agreement, on May 5, 1998.
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5. INTEREST IN SECURITIES OF THE ISSUER.
As reported in Item 4, above, as a result of the termination of the
Voting Trust Agreement, Mrs. Holzwasser has regained sole voting and
dispositive power with respect to the 840,988 shares previously subject
thereto.
As previously reported in Amendment No. 4 to Schedule 13G filed with
the Securities and Exchange Commission on February 12, 1991, Mrs.
Holzwasser beneficially owns 526,567 shares of the Common Stock of the
Issuer held by the Trust u/w/o Albert S. Holzwasser (the "Holzwasser
Trust"), of which she is one of three Trustees. The Trustees of the
Holzwasser Trust, acting by majority vote, have voting and dispositive
power with respect to the shares subject thereto. The other Trustees of
the Holzwasser Trust are Lawrence M. Levinson of 75 Royce Road, Newton
Centre, Massachusetts and Joseph Segal of 68 Craftsland Road, Chestnut
Hill, Massachusetts. Mr. Levinson is currently an attorney and partner
in the law firm of Burns & Levinson LLP, 125 Summer Street, Boston, MA.
Mr. Segal is currently an independent public accountant. To Mrs.
Holzwasser's knowledge, neither Mr. Levinson nor Mr. Segal have, during
the past five years, been convicted in a criminal proceeding, nor, during
the past five years, were either of them a party to a civil proceeding of
a judicial or administrative body of competent jurisdiction and a result
of such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding a violation with
respect to such laws. Both Mr. Levinson and Mr. Segal are citizens of
the United States.
Mrs. Holzwasser also beneficially owns 10,000 shares of the Common
Stock of the Issuer held by the Mary S. Holzwasser Charitable Trust (the
"Charitable Trust") under a Declaration of Trust dated August 23, 1979,
of which Mrs. Holzwasser is a co-Trustee with Lawrence M. Levinson. Mrs.
Holzwasser and Mr. Levinson, as co-Trustees, have voting and dispositive
power with respect to the shares subject to the Charitable Trust.
Accordingly, Mrs. Holzwasser is the beneficial owner of 1,377,555
shares of Common Stock in the aggregate, which represents 47.95% of the
total number of shares of Common Stock outstanding. Except as described
herein, Mrs. Holzwasser has not engaged in any transactions involving the
Common Stock of the Issuer during the past 60 days, either individually
or in her capacity as a Trustee under the Holzwasser Trust or as Trustee
under the Voting Trust Agreement.
6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
The Holzwasser Trust provides that the three trustees thereof,
acting by majority vote, have voting and dispositive power with respect
to the 526,527 shares subject thereto. As discussed above, the Trustees
of the Holzwasser Trust are Mrs. Holzwasser, Lawrence M. Levinson and
Joseph Segal. The principal beneficial interest in this trust is held by
Mrs. Holzwasser, during her lifetime, and thereafter by Harry A.
Holzwasser, Mary Sue Rosenthal and Jo-Ann Cohn.
The Charitable Trust provides that Mrs. Holzwasser and Lawrence M.
Levinson, as co-Trustees, have voting and dispositive power with respect
to the 10,000 shares subject to the Charitable Trust.
On October 13, 1994, Mrs. Holzwasser and Harry A. Holzwasser entered
into a Pledge Agreement whereby Mr. Holzwasser granted Mrs. Holzwasser a
pledge of and security interest in 100,000 shares of Common Stock of the
Issuer to secure a Promissory Note executed on that date by Mr.
Holzwasser in favor of Mrs. Holzwasser. If an event of default were to
occur under the Promissory Note and/or the Pledge Agreement which was not
remedied within sixty (60) days after written notice thereof to Mr.
Holzwasser, Mrs. Holzwasser could acquire beneficial ownership of some or
all of the 100,000 shares of Common Stock subject to the Pledge
Agreement.
7. MATERIAL TO BE FILED AS EXHIBITS.
Not applicable.
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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: May 7, 1998 /S/ MARY S. HOLZWASSER
Mary S. Holzwasser
