UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION --------------------------
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)(*)
J. Baker, Inc.
- --------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------
(Title of Class of Securities)
057232100
--------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement / /.
(A fee is not required only if the filing 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.)
(*)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 in 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 1 of 6 pages<PAGE>
<PAGE>
CUSIP No. 057232100 13G Page 2 of 6 Pages
- ------------------- -----------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trustees of General Electric Pension Trust (I.R.S. No. 14-6015763)
- ----------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(*)
Not applicable (a) / /
(b) / /
- ----------------------------------------------------------------------------
3 SEC USE ONLY
- ----------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York State
- ----------------------------------------------------------------------------
5 SOLE VOTING POWER
81,300
NUMBER OF -------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 81,300
-------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
- ----------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
81,300
- ----------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES(*)
/ /
- ----------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.6%
- ----------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON(*)
EP
- ----------------------------------------------------------------------------
(*)SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 6 pages<PAGE>
<PAGE>
This Amendment No. 1 to the Schedule 13G (the "Schedule 13G") of
the Trustees of General Electric Pension Trust, a trust organized under
the laws of New York State ("GEPT"), dated February 9, 1995 in respect of
shares of Common Stock, par value $.50 per share, of J. Baker, Inc. (the
"Issuer"), amends the Schedule 13G as indicated below.
Capitalized terms used but not defined herein have the meanings
ascribed to them in the Schedule 13G.
(*)Item 2(a) Name of Person Filing:
---------------------
Item 2(a) is hereby amended to read in its entirety as follows:
Trustees of General Electric Pension Trust ("GEPT") (see
Schedule I)
(*)Item 2(b) Address of Principal Business Office or, if none, Residence:
-----------------------------------------------------------
Item 2(b) is hereby amended to read in its entirety as follows:
The address of the principal office of Trustees of General
Electric Pension Trust is 3003 Summer Street, Stamford,
Connecticut 06904.
(*)Item 2(c) Citizenship:
-----------
Item 2(c) is hereby amended to read in its entirety as follows:
New York State
(*)Item 3. If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b), check whether the person filing is a:
---------------------------------------------------------------
Item 3 is hereby amended to read in its entirety as follows:
(a) / / Broker or Dealer registered under Section 15 of
the Act
(b) / / Bank as defined in section 3(a)(6) of the Act
(c) / / Insurance Company as defined in section 3(a)(19)
of the Act
(d) / / Investment Company registered under section 8 of
the Investment Company Act
(e) / / Investment Advisor registered under section 203 of
the Investment Advisers Act of 1940
(f) /X/ Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee Retirement
Income Security Act of 1974 or Endowment Fund; see
Section 240.13d-1(b)(1)(ii)(F)
(g) / / Parent Holding Company, in accordance with
Section 240.13d-1(b)(1)(ii)(G)
(h) / / Group, in accordance with
Section 240.13d-1(b)(1)(ii)(H)
Page 3 of 6 pages<PAGE>
<PAGE>
Item 4. Ownership.
---------
Paragraph (a) of Item 4 is hereby amended to read in its
entirety as follows:
(a) Amount Beneficially Owned: 81,300 shares
Paragraph (b) of Item 4 is hereby amended to read in its
entirety as follows:
(b) Percent of Class: 0.6%
Paragraph (c) of Item 4 is hereby amended to read in its
entirety as follows:
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
81,300 shares
(ii) shared power to vote or to direct the vote:
0 shares
(iii) sole power to dispose or to direct the
disposition of: 81,300 shares
(iv) shared power to dispose or to direct the
disposition of: 0 shares
Item 5. Ownership of Five Percent or Less of a Class.
--------------------------------------------
Item 5 is hereby amended to read in its entirety as follows:
If this statement is being filed to report the fact that
as of the date hereof the reporting person has ceased to
be the beneficial owner of more than five percent of the
class of securities, check the following /X/.
Page 4 of 6 pages<PAGE>
<PAGE>
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.
TRUSTEES OF GENERAL ELECTRIC PENSION TRUST
By: /s/ Alan M. Lewis
______________________________________
Alan M. Lewis, Trustee
Dated: February 12, 1996
Page 5 of 6 pages<PAGE>
<PAGE>
SCHEDULE I
TRUSTEES OF
GENERAL ELECTRIC PENSION TRUST
3003 Summer Street, P.O. Box 7900
Stamford, Connecticut 06904
The names of the Trustees of General Electric Pension Trust
are as follows:
DALE F. FREY
EUGENE K. BOLTON
MICHAEL J. COSGROVE
RALPH R. LAYMAN
ALAN M. LEWIS
JOHN H. MYERS
DONALD W. TOREY
Page 6 of 6 pages