UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.4)
Chic by H.I.S. Inc.
(name of issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
167113109
(CUSIP Number)
Arnold M. Amster
767 Fifth Avenue
New York, New York 10153
(212) 644-4500
(Name, Address, and Telephone Number of Person Authorized to
Receive Notices and Communications)
February 20, 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
13d-1(b)(3) or (4), check the following box: [ ]
CUSIP No. 167113109
1) Name of Reporting Person Arnold M. Amster
S.S. or I.R.S. Identification No.
of Above Person (Intentionally Omitted)
2) Check the Appropriate Box if a (a) [ ]
Member of a Group (b) [ ]
3) SEC Use Only
4) Source of Funds PF
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
7) Sole Voting 83,300 shares
Power
Number of Shares 8) Shared Voting 714,200 shares
Power
9) Sole Dis- 83,300 shares
positive Power
10) Shared Dis- 714,200 shares
positive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 714,200 shares
12) Check box if the Aggregate Amount
in Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by
Amount in Row (11) 7.3%
14) Type of Reporting Person IN
CUSIP No. 167113109
1) Name of Reporting Person Peggy J. Amster
S.S. or I.R.S. Identification No.
of Above Person Intentionally
Omitted)
2) Check the Appropriate Box if a (a) [ ]
Member of a Group (b) [ ]
3) SEC Use Only
4) Source of Funds PF
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
7) Sole Voting -0-
Power
Number of Shares 8) Shared Voting 29,000 shares
Power
9) Sole Dis- -0-
positive Power
10) Shared Dis- 29,000 shares
positive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 29,000 shares
12) Check box if the Aggregate Amount
in Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by
Amount in Row (11) .3%
14) Type of Reporting Person IN
CUSIP No. 167113109
1) Name of Reporting Person Peggy J. Amster,
as custodian for
Wendy Amster
S.S. or I.R.S. Identification No.
of Above Person (Intentionally
Omitted)
2) Check the Appropriate Box if a (a) [ ]
Member of a Group (b) [ ]
3) SEC Use Only
4) Source of Funds PF
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
7) Sole Voting -0-
Power
Number of Shares 8) Shared Voting 47,500 shares
Power
9) Sole Dis- -0-
positive Power
10) Shared Dis- 47,500 shares
positive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 47,500 shares
12) Check box if the Aggregate Amount
in Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by
Amount in Row (11) .5%
14) Type of Reporting Person IN
CUSIP No. 167113109
1) Name of Reporting Person The Amster
Foundation
S.S. or I.R.S. Identification No.
of Above Person (Intentionally
Omitted)
2) Check the Appropriate Box if a (a) [ ]
Member of a Group (b) [ ]
3) SEC Use Only
4) Source of Funds PF
5) Check if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or
2(e) [ ]
6) Citizenship or Place of Organization New York
7) Sole Voting -0-
Power
Number of Shares 8) Shared Voting 25,000 shares
Power
9) Sole Dis- -0-
positive Power
10) Shared Dis- 25,000 shares
positive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 25,000 shares
12) Check box if the Aggregate Amount
in Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by
Amount in Row (11) .3%
14) Type of Reporting Person OO
CUSIP No. 167113109
1) Name of Reporting Person Amster & Company
S.S. or I.R.S. Identification No.
of Above Person (Intentionally
Omitted)
2) Check the Appropriate Box if a (a) [ ]
Member of a Group (b) [ ]
3) SEC Use Only
4) Source of Funds WC
5) Check if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or
2(e) [ ]
6) Citizenship or Place of Organization New York
7) Sole Voting -0-
Power
Number of Shares 8) Shared Voting 100,000 shares
Power
9) Sole Dis- -0-
positive Power
10) Shared Dis- 100,000 shares
positive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 100,000 shares
12) Check box if the Aggregate Amount
in Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by
Amount in Row (11) 1.0%
14) Type of Reporting Person PN
CUSIP No. 167113109
1) Name of Reporting Person Flex Holding Corp.
S.S. or I.R.S. Identification No.
of Above Person (Intentionally
Omitted)
2) Check the Appropriate Box if a (a) [ ]
Member of a Group (b) [ ]
3) SEC Use Only
4) Source of Funds WC
5) Check if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or
2(e) [ ]
6) Citizenship or Place of Organization Delaware
7) Sole Voting -0-
Power
Number of Shares 8) Shared Voting 429,400 shares
Power
9) Sole Dis- -0-
positive Power
10) Shared Dis- 429,400 shares
positive Power
11) Aggregate Amount Beneficially
Owned By Each Reporting Person 429,400 shares
12) Check box if the Aggregate Amount
in Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by
Amount in Row (11) 4.4%
14) Type of Reporting Person CO
Item 4 of Amendment No. 1 to the Schedule 13D, dated
October 22, 1997, relating to the Common Stock, par value $.01
per share (the "Common Stock"), of Chic by H.I.S. Inc., a
Delaware corporation, is hereby amended by adding thereto the
information set forth below. The terms defined in such Schedule
13D shall have their defined meanings herein, unless otherwise
defined herein.
Item 4. Purpose of Transaction.
See the Press Release dated February 20, 1998, attached as
Exhibit 1 hereto.<PAGE>
SIGNATURES
After reasonable inquiry and to the best knowledge and
belief of each person or entity set forth below, each such person
or entity certifies that the information set forth in this
Statement is true, complete, and correct.
February 20, 1998 /s/ Arnold M. Amster
Arnold M. Amster
February 20, 1998 /s/ *
Peggy J. Amster
February 20, 1998 /s/ *
Peggy J. Amster, as custodian
for Wendy Amster
February 20, 1998 THE AMSTER FOUNDATION
By /s/ Arnold M. Amster
Arnold M. Amster
February 20, 1998 AMSTER & CO.
By /s/ Arnold M. Amster
Arnold M. Amster, General
Partner
February 20, 1998 FLEX HOLDING CORP.
By /s/ Arnold M. Amster
Arnold M. Amster,
Chairman of the Board
* By /s/ Arnold M. Amster
Arnold M. Amster
Attorney-in-fact
<PAGE>
Exhibit 1
FOR IMMEDIATE RELEASE
January 20, 1998 Chic by H.I.S., Inc. (New York
Stock Exchange Symbol: JNS) announced today that an agreement
has been reached to reconstitute its Board of Directors to avert
a contested election for directors. The new Board, which will be
effective on the tenth day after the Company has filed with the
Securities and Exchange Commission and transmitted to its
stockholders an information circular required under Section 14(f)
of the Securities Exchange Act of 1934 and Rule 14f-1 thereunder,
which effective date is expected to occur on or about March 6,
1998, will initially consist of three incumbent directors, Burton
M. Rosenberg, Richard K. Howe and Harvey Silverman, and four new
directors, Herbert A Denton, Daniel Rubin, Kenneth Zimmerman and
Arnold M. Amster. The two remaining vacancies on the nine person
Board will be filled by the unanimous consent of the directors.
The Company had announced on January 13, 1998 that it
received a letter on January 12, 1998 from Mr. Denton of
Providence Capital, Inc., notifying the Company of his intention
to nominate 10 individuals for election to the Board of
Directors at the 1998 Annual Meeting of Stockholders. Two of the
new directors, Mr. Denton and Mr. Rubin, were among the 10
individuals proposed by Mr. Denton.
Mr. Rosenberg, the Chairman of the incumbent Board and
the reconstituted Board stated that the reconstituted Board "is a
strong Board with diverse business experience that can fully
represent the interests of Chic's stockholders. I look forward
to working harmoniously with the reconstituted Board and am
pleased that a costly and time consuming election contest has
been averted in a manner that will further the interests of
Chic's stockholders."
Mr. Amster is the Senior Managing Partner of Amster &
Co. and the Chairman of the Board of Flex Holding Corporation,
both private investment companies, and a director of BEM
International, a money management firm. He is a significant
stockholder of the Company.
Mr. Denton is the President of Providence Capital,
Inc., a private merchant bank and registered broker-dealer, and a
director of Mesa Air Group Inc., the country's largest commuter
airline.
Mr. Howe, a director of the Company since 1993, is a
consultant and a private investor, and a director of Back Bay
Restaurant Group Inc. Prior to June 1992, Mr. Howe held senior
positions with John Hancock Freedom Securities Corporation and
its registered broker dealer subsidiaries.
Mr. Rosenberg, a director of the Company since 1988, is
the Company's Chief Executive Officer and Chairman of the Board.
Mr. Rubin is Managing Partner of LDR Equities, a real
estate, textile and clothing management firm, the principal
stockholder of Trimtex Company, a textile manufacturer, and the
principal stockholder of Gordon & Ferguson, an apparel
manufacturer. He is a significant stockholder of the Company.
Mr. Silverman, a director of the Company since 1993, is
the Chief Financial Officer and Treasurer of Objects of Art Ltd.
and Meltzer Industries Corporation, apparel manufacturers;
President of Judyanna Ltd., an apparel manufacturer; and Chairman
of the Board of Quicksilver Development Corp., a computer
software developer.
Mr. Zimmerman is the founder, the Chief Executive
Officer, the President and the sole stockholder of Kenar
Enterprises, Ltd., a privately held women's apparel manufacturer
and retailer for the past twenty-one years and has extensive
experience in the apparel industry. He is also a significant
stockholder of the Company.
Chic designs, manufactures and markets moderately
priced, basic style, cotton denim jeans, casual pants and shorts
for women, girls, men and boys. Chic's German subsidiary markets
women's and men's jeans and casual pants under the H.I.S. brand
name primarily in Germany and, to a lesser extent, Austria,
Switzerland, the Czech Republic, Slovakia and Poland.
FOR FURTHER INFORMATION: Contact: Chic Public
Relations Department at (212)302-6400.
