<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------
SCHEDULE 13D
Under the Securities Exchange Act of 1934
-------------
(Amendment No. 3)
Lamonts Apparel, Inc.
- --------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per
share, Series A Convertible
Preferred Stock, par value $.01 per
share 51362810
- ----------------------------------- -------------------------
(Title of class of securities) (CUSIP number)
Edward Wallach,
Esq. c/o The DBL Liquidating Trust
60 Broad St.
New York, NY 10004 (212) 232-5000
- --------------------------------------------------------------------------
(Name, address and telephone number of person authorized to receive
notices and communications)
February 24, 1994
- --------------------------------------------------------------------------
(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 [_].
(A fee is not required only if the reporting 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.)
Note: When filing this statement in paper format, six copies of this
statement, including exhibits, should be filed with the Commission. See
Rule 13d-1(a) for other parties to whom copies are to be sent.
<PAGE>
<PAGE>
CUSIP No. 51362810 13D
1 NAME OF REPORTING PERSON: New Street Capital Corporation
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON:
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 ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF Delaware
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 0/0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0/0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 0/0
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0/0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 0/0
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0/0%
14 TYPE OF REPORTING PERSON: CO
<PAGE>
<PAGE>
CUSIP No. 51362810 13D
1 NAME OF REPORTING PERSON: The DBL Liquidating Trust
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON:
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 ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF New York
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 0/0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0/0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 0/0
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0/0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 0/0
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0/0%
14 TYPE OF REPORTING PERSON: OO
<PAGE>
<PAGE>
Item 1. Security and Issuer
-------------------
This statement amends and restates the statement on Schedule
13D filed with the Securities and Exchange Commission (the
"Commission") relating to the Common Stock, par value $.01 per share
("Common Stock") and the Series A Convertible Preferred Stock, par
value $.01 per share ("Preferred Stock"), of Lamonts Apparel, Inc., a
Delaware corporation ("Lamonts") by New Street Capital Corporation, a
Delaware corporation ("New Street") and The DBL Liquidating Trust, a
trust formed under the laws of the State of New York (the "DBL
Trust"). The principal executive offices of Lamonts are located at
3650 131st Avenue, S.E., Bellevue, Washington 98006.
Item 2. Identity and Background
-----------------------
(a)-(c), (f) This Statement is being filed on behalf of New
Street and the Trust. New Street and the DBL Trust are referred to
herein as the "Reporting Persons."
The DBL Trust is a liquidating trust established under the
Second Amended and Restated Joint Plan of Reorganization for The
Drexel Burnham Lambert Group Inc. dated March 9, 1992 (the "Plan"),
which was filed with the United States Bankruptcy Court for the
Southern District of New York, Chapter 11 Case No. 90 B 10421 (FGC).
The DBL Trust is engaged principally in the business of liquidating
assets contributed to the DBL Trust pursuant to the Plan with no
objective to continue or engage in the conduct of a trade or business.
New Street was a majority-owned subsidiary of the DBL Trust.
New Street was engaged principally in the business of acting as a
special purpose merchant bank formed for the purpose of maximizing the
value of the assets contributed to it by the Drexel estates pursuant
to the Plan. On February 25, 1994, the DBL Trust sold all issued and
outstanding shares of capital stock of New Street owned by it to a
subsidiary of WPS Investors, L.P.
The principal business address of each of the Reporting
Persons and the name, business address, principal occupation or
employment (including the name, principal business and address of any
corporation or other organization, other than one of the Reporting
Persons, in which such employment is conducted) and citizenship of
each officer, director and trustee of each of the Reporting Persons is
listed on Schedule A.
NYFS07...:\58\42358\0095\1985\FRM30294.U20
<PAGE>
<PAGE>
(d)-(e) As described more fully in the Disclosure Statement
dated December 20, 1991 relating to the Plan, certain predecessors to
the Reporting Persons prior to the consummation of the Plan, including
The Drexel Burnham Lambert Group Inc. ("DBL Group") and Drexel Burnham
Lambert Incorporated ("Drexel"), were parties to criminal, civil and
administrative proceedings arising in connection with the activities
of Drexel's High Yield Bond Department. In January 1989, Drexel
entered into a plea agreement with the United States Department of
Justice ("DOJ") in which Drexel pleaded guilty to six criminal charges
and agreed to pay fines and restitutionary payments and establish a
civil disgorgement fund. In April 1989, Drexel and DBL Group entered
into a Consent and Undertaking Agreement which settled a related
Commission civil injunctive action and imposed certain operational
changes and more stringent compliance procedures on Drexel and DBL
Group. In June 1989, a Final Judgment of Permanent Injunction and
Other Relief was entered against Drexel and DBL Group in the
Commission civil proceedings in the United States District Court for
the Southern District of New York (88 Cir. 6209) (MP).
In addition to the foregoing, prior to the consummation of
the Plan, predecessors to the Reporting Persons, including DBL Group
and Drexel, were parties to civil and administrative proceedings with
various self-regulatory organizations and state securities
administrators relating to the subject matter of the DOJ and
Commission actions and the securities activities of DBL Group and its
subsidiaries.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
Item 3 is not applicable in that New Street has sold all
shares of Common Stock and Preferred Stock which were owned by it.
Item 4. Purpose of Transaction
----------------------
New Street has sold its entire holding of Common Stock and
Preferred Stock. Neither New Street nor the DBL Trust has any present
plans or proposals which would result in or relate to any of the
transactions described in subparagraphs (a) through (j) of Item 4 of
Schedule 13D.
NYFS07...:\58\42358\0095\1985\FRM30294.U20
<PAGE>
<PAGE>
Item 5. Interest in Securities of the Issuer
------------------------------------
(a) As of February 24, 1994, New Street and the DBL Trust
owned no shares of either Common Stock or Preferred Stock.
(b) The number of shares of Common Stock and Preferred
Stock as to which there is sole power to vote or to direct the vote,
shared power to vote or to direct the vote, sole power to dispose or
direct the disposition, or shared power to dispose or direct the
disposition for the Reporting Persons is set forth in the cover pages
and in Item 4 and such information is incorporated herein by
reference.
(c) During the past sixty (60) days, New Street effected
one transaction on February 24, 1994 in which it sold in a transaction
on the third market which was reported over the National Association
of Securities Dealers Automated Quotation System 1,023,761 shares of
Common Stock at a price per share of $.72 and 511,881 shares of
Preferred Stock at a price per share of $1.50.
(d) Not Applicable.
(e) On February 24, 1994, New Street sold all shares of
Common Stock and Preferred Stock owned by it and, thus, effective on
such date, both New Street and the DBL Trust ceased being the
beneficial owner of more than five percent of either security.
Item 6. Contracts, Arrangements, Understandings or Relationships
--------------------------------------------------------
with Respect to Securities of the Issuer
----------------------------------------
Having sold all shares of Common Stock and Preferred Stock
owned by it, New Street, and the DBL Trust as the owner as of the date
of such sale (February 24, 1994) of approximately 99.8% of the issued
and outstanding capital stock of New Street, are no longer subject to
any contract, arrangement, understanding or relationship with respect
to the securities of the Issuer.
Item 7. Material to be Filed as Exhibits
--------------------------------
None.
NYFS07...:\58\42358\0095\1985\FRM30294.U20
<PAGE>
<PAGE>
SIGNATURE
---------
After reasonable inquiry and to the best of their knowledge,
the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: March 4, 1994 NEW STREET CAPITAL CORPORATION
By: /s/ Holcombe T. Green, Jr.
---------------------------
Holcombe T. Green, Jr.
President
THE DBL LIQUIDATING TRUST
By: /s/ Paul T. Walker
---------------------------
Paul T. Walker, not in his
individual capacity, but
solely as a Trustee
NYFS07...:\58\42358\0095\1985\FRM30294.U20
<PAGE>
<PAGE>
SCHEDULE A
I. DBL Trust
Set forth below are the name, business address and position
with DBL Trust and the present principal occupation or employment of
each Trustee of DBL Trust. The principal business address of DBL
Trust is 60 Broad Street, New York, New York 10004, and unless
otherwise indicated, the business address of each person listed below
is the aforesaid address. Each person listed below is a citizen of
the United States.
Position with the DBL Trust
and Present Principal
Name and Business Address Occupation or Employment
------------------------- ---------------------------
George D. Gould Trustee; Vice-Chairman of
Klingenstein, Fields Klingenstein, Fields & Co.,
& Co. L.P., a private money
787 7th Avenue management firm
6th Floor
New York, New York 10019
Robert P. Rittereiser Trustee
Paul T. Walker Trustee
NYFS07...:\58\42358\0095\1985\SCH30394.V00
<PAGE>
<PAGE>
II. NEW STREET
Set forth below are the name, business address and position
with New Street and the present principal occupation or employment of
each director and executive officer of New Street. The principal
business address of New Street is c/o Green Capital Investors, L.P.,
3343 Peachtree Road, N.E., Atlanta, Georgia 30326, and unless
otherwise indicated, the business address of each person listed below
is the aforesaid address. Each person listed below is a citizen of
the United States.
Position with the New Street
and Present Principal
Name and Business Address Occupation or Employment
------------------------- ---------------------------
Holcombe T. Green, Jr. President and Director;
c/o WestPoint Stevens Inc. Chairman and Chief Executive
1185 Avenue of the Americas Officer of WestPoint Stores,
13th Floor Inc.
New York, New York 10036
Julie M. Koers Secretary and Treasurer;
Secretary and Treasurer of HTG
Corp.
NYFS07...:\58\42358\0095\1985\SCH30394.V00
