United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.3)*
SEROLOGICALS CORPORATION
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(Name of Issuer)
COMMON STOCK, Par Value $0.01
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(Title of Class of Securities)
817523 10 3
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(CUSIP Number)
Samuel A. Penninger, Jr. and Mary Ann Penninger
Serologicals Corporation
780 Park North Blvd., Ste. 110
Clarkston, GA 30021
(404) 296-5595
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
April 15, 1997
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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 /__/.
*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>
AMENDMENT NO. 3 TO
13D
CUSIP No. 817523 10 3 Page 2 of 5
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Samuel A. Penninger, Jr.
###-##-####
2. Check the Appropriate Box if a Member of a Group (a) /__/ (b) /__/
3. SEC Use Only
4. Source of Funds
Not Applicable
5. Check Box 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 Shares Beneficially Owned by Each Reporting Person With:
7. Sole Voting Power 75,000
8. Shared Voting Power 918,777
9. Sole Dispositive Power 75,000
10. Shared Dispositive Power 918,777
11. Aggregate Amount Beneficially Owned by Each Reporting Person
993,777
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares /__/
13. Percent of Class Represented by Amount in Row 11
7.0%
14. Type of Reporting Person IN
</PAGE>
AMENDMENT NO. 3 TO
SCHEDULE 13D
CUSIP NO. 817523 10 3 PAGE 3 OF 5
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Mary Ann Penninger
###-##-####
2. Check the Appropriate Box if Member of a Group (a) /__/ (b) /__/
3. SEC Use Only
4. Source of Funds
Not Applicable
5. Check Box 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 Shares Beneficially Owned by Each Reporting Person With
7. Sole Voting Power 60,000
8. Shared Voting Power 918,777
9. Sole Dispositive Power 60,000
10. Shared Dispositive Power 918,777
11. Aggregate Amount Beneficially Owned by Each Reporting Person
978,777
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
/__/
13. Percent of Class Represented by Amount in Row 11
6.9%
14. Type of Reporting Person IN
</PAGE>
AMENDMENT NO. 3 TO
SCHEDULE 13D
Item 1. Security and Issuer
This Amendment No. 3 to the Statement on Schedule 13D amends and
supplements the statement on Schedule 13D filed June 4, 1996 by Samuel A.
Penninger, Jr. relating to the common stock, $.01 par value (the "Common
Stock") of Serologicals Corporation (the "Company"). The address of the
principal executive offices of the Company is 780 Park North Blvd., Suite
110, Clarkston, GA 30021. Capitalized terms used herein and not defined
herein have the meanings ascribed thereto in the Schedule 13D.
Item 5. Interest in Securities of the Issuer
[ Item 5 is hereby amended and restated in its entirety to read as follows:]
(a) Mr. Penninger is the beneficial owner of 993,777 shares of
Common Stock (7.0%). Mrs. Penninger is the beneficial owner of 978,777 shares
of Common Stock (6.9%). Mr. Penninger is the sole owner of 75,000 shares of
Common Stock. Mr. and Mrs. Penninger hold 918,777 shares jointly and
the remaining 60,000 shares are held in two trusts (the "Trusts") for certain
members of his family and of which his spouse is trustee.
The number of shares beneficially owned and the percentage of
outstanding shares presented thereby, have been computed in accordance with
Rule 13d-3 under the Securities Exchange Act of 1934, as amended. The
percentage of ownership is based on 14,159,900 outstanding shares of Common
Stock on March 31, 1997, as reported by the Company in its Proxy Statement
filed April 18, 1997.
(b) Mr. and Mrs. Penninger each have shared power with each other
to vote and to direct the voting of and shared power with each other to dispose
and direct the disposition of the 918,777 shares of Common stock held jointly
by them. Mr. Penninger has the sole power to vote and direct the voting and
the sole power to dispose and direct the disposition of the 75,000 shares of
Common Stock held solely by him. Mrs. Penninger, as trustee for the Trusts,
has the sole power to vote and to direct the voting and to dispose and direct
the disposition of 60,000 shares held by the Trusts. Mr. Penninger disclaims
beneficial ownership to these 60,000 shares.
(c) Not Applicable.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
respect to Securities of the Issuer.
On April 15, 1997, Mr. Penninger pledged 162,900 shares of Common
Stock (the "Pledge") to NationsBanc Investments, Inc. as collateral security
in connection with a loan from Nationsbank N.A. (South) to the Reporting Person
The Pledge contains standard default provisions.
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 24, 1997
/s/ Samuel A. Penninger, Jr.
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Samuel A. Penninger, Jr.
/s/ Mary Ann Penninger
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Mary Ann Penninger
