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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
THE ARISTOTLE CORPORATION
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
040 448201
(Cusip Number)
David T. Kettig
96 Cummings Point Road
Stamford, CT 06902 (203) 358-8000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 30, 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 [ ].
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other
parties to whom copies are to be sent.
*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 or the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
Cusip No. 040 448201
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1. NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Geneve Corporation
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER 7. SOLE VOTING POWER
OF SHARES 604,631 SHARES
BENEFICIALLY -------
OWNED BY EACH 8. SHARED VOTING POWER
REPORTING 0 SHARES (See Item 5)
PERSON WITH -------
9. SOLE DISPOSITIVE POWER
604,631 SHARES
-------
10.SHARED DISPOSITIVE POWER
0 SHARE (See Item 5)
-------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
604,631 SHARES
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
35.11%
14. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS
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Item 1. Security and Issuer.
--------------------
The undersigned hereby supplements and amends the Schedule
13D, dated January 9, 1998 (the "Statement"), filed in
connection with the Common Stock, par value $.01 per share
("Common Stock"), of The Aristotle Corporation, a Delaware
corporation (the "Company"), as follows (reference is made to
the Statement for previously reported facts):
Item 5. Interest in Securities of the Issuer.
-------------------------------------
Item 5 of the Statement is hereby amended in its entirety
to read as follows:
"Geneve is the beneficial owner of and has the power to
vote and dispose of 115,500 shares of Common Stock and 489,131
shares of Preferred Stock. Such shares constitute, in the
aggregate, 35.11% of the outstanding Common Stock of the
Company, as of the date of the information most recently
available to Geneve, assuming conversion of the Preferred Stock.
As noted in Item 2 hereof, Mr. Edward Netter may be deemed to be
the controlling person of Geneve.
On January 2, 1998, Geneve acquired from the Company
489,131 shares of Preferred Stock at $4.60 per share. On that
same date, Geneve acquired from the Company 30,000 shares of
Common Stock at $4.50 per share.
The following shares of Common Stock were acquired during
the past sixty days in open-market transactions at the prices
and on the dates specified:
Price No.
Date Security Per Share of Shares
---- --------
December 16, 1998 Common Stock $6.2833 1,500
December 17, 1998 Common Stock $6,2767 3,000
December 18, 1998 Common Stock $6.1908 6,000
December 23, 1998 Common Stock $6.2580 2,500
December 30, 1998 Common Stock $6.1500 4,000
December 30, 1998 Common Stock $6.2008 1,500
To the best of its knowledge, except as otherwise described
in the Statement, neither Geneve nor any of its officers or
directors beneficially owns any Common Stock or Preferred Stock.
In addition, except as otherwise described in the Statement,
neither Geneve nor any of its officers or directors has effected
any transaction in the Common Stock or Preferred Stock during
the past sixty days."
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Signature
- ---------
After reasonable inquiry and to the best of the knowledge
and belief of the undersigned, the undersigned certifies that
the information set forth in this Statement is true, complete
and correct.
GENEVE CORPORATION
By: David T. Kettig, Secretary
__________________________
David T. Kettig, Secretary
December 30, 1998
