SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Stanley Furniture Company, Inc.
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(Name of Issuer)
Common Stock , Par Value $.02 Per Share
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(Title of Class of Securities)
854305208
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(CUSIP Number)
David W. Robertson
McGuire, Woods, Battle & Boothe LLP
One James Center
Richmond, Virginia 23219
(804) 775-1031
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(Name, Address and Telephone Number of Persons Authorized
to Receive Notices and Communications)
July 29, 1999
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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 [ ].
Note. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
ss.240.13d-7(b) 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 of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE>
CUSIP No. 854305208
Schedule 13D
1) Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
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(Entities Only)
Albert L. Prillaman
2) Check the Appropriate Row if a Member of a Group (See Instructions)
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(a)
(b)
3) SEC Use Only
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4) Source of Funds (See Instructions)
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OO
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item
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2(d)or 2(e)
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6) Citizenship or Place of Organization United States
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Number of 7) Sole Voting Power 548,214
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Shares Bene- 8) Shared Voting Power 0
ficially -------------------
Owned by 9) Sole Dispositive Power 548,214
Each ----------------------
Reporting 10) Shared Dispositive Power 0
Person With ------------------------
11) Aggregate Amount Beneficially Owned by Each Reporting Person
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548,214
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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(See Instructions)
13) Percent of Class Represented by Amount in Row (11)
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7.3%
14) Type of Reporting Person (See Instructions)
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IN
2
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SCHEDULE 13D
Items 5 and 6 are amended as set forth below:
5. Interest in Securities of Stanley.
---------------------------------
The undersigned is beneficial owner of 548,214 (or 7.3% of the
outstanding) shares of Common Stock. Such number includes 330,420 shares
which could be acquired upon exercise of options granted under the Stanley
1994 Stock Option Plan (the "Stock Option Plan"). The undersigned has the
sole power to vote or to direct the vote of the shares beneficially owned
by him and the sole power to dispose or to direct the disposition of the
shares beneficially owned by him; however, the undersigned may not sell
or vote shares which may be acquired on exercise of options until such
options are exercised and the related Common Stock is issued.
The undersigned has had no transactions in the class of securities
beneficially owned by him in the sixty days on or before August 6, 1999,
except (i) on July 23, 1999, he exercised stock options for 50,000 shares
of Common Stock with an exercise price of $4.25 per share and sold 50,000
shares of Common Stock on the open market at a price of $23.75 per share,
and (ii) on July 29, 1999, he exercised stock options for 20,000 shares of
Common Stock with an exercise price of $4.25 for 2,766 of such shares and
an exercise price of $5.00 per share for 17,234 of such shares and sold
20,000 shares of Common Stock on the open market at a price of $23.9375
per share.
6. Contracts, Arrangements, Understandings or Relationships with Respect to
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Securities of Stanley.
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Except as described herein, there are no contracts, arrangements,
understandings or relationships (legal or otherwise) among the person
named in Item 2 and any other person with respect to any securities of
Stanley.
3
<PAGE>
Signature
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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.
/s/ Albert L. Prillaman
Dated: August 6, 1999 ------------------------------------
Albert L. Prillaman
