UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
JENNIFER CONVERTIBLES, INC.
(Name of Issuer)
Common Stock ($.01 par value)
(Title of Class of Securities)
476153101
(CUSIP Number)
Robert C. Shaffner, Senior Vice President
Klaussner Furniture Industries, Inc.
405 Lewallen Street
Asheboro, North Carolina 27203
336-625-6174
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June 22, 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
Schedule13D, 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:____.
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
1) Name of Reporting Person
SS or I.R.S. Identification No. of Above Person
The group ("Group") is formed by each of the reporting persons
filing additional copies of this second part of the cover page
of Schedule 13D.
2) Check the Appropriate Box if a Member of a Group
(a) X
(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
Hans J. Klaussner is a citizen of Germany. All nonnatural
reporting persons are organized under the laws of Delaware or
North Carolina.
Number of Shares Beneficially Owned by Each Reporting Person With
7) Sole Voting Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
8) Shared Voting Power
2
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
9) Sole Dispositive Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
10) Shared Dispositive Power
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
-------
13) Percent of Class Represented by Amount in Row (11)
19.9% (subject to conversion of convertible
preferred stock) See Item 5.
14) Type of Reporting Person
This Schedule 13D is being filed jointly by the members of the
Group.
3
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
1) Name of Reporting Person
SS or I.R.S. Identification No. of Above Person
Hans J. Klaussner
2) Check the Appropriate Box if a Member of a Group
(a) X
(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
Germany
Number of Shares Beneficially Owned by Each Reporting Person With
7) Sole Voting Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
8) Shared Voting Power
9) Sole Dispositive Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
10) Shared Dispositive Power
4
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
-------
13) Percent of Class Represented by Amount in Row (11)
19.9% (subject to conversion of convertible
preferred stock) See Item 5.
14) Type of Reporting Person
IN
5
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
1) Name of Reporting Person
SS or I.R.S. Identification No. of Above Person
Klaussner Corporation
2) Check the Appropriate Box if a Member of a Group
(a) X
(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 of Shares Beneficially Owned by Each Reporting Person With
7) Sole Voting Power
8) Shared Voting Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
9) Sole Dispositive Power
6
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
10) Shared Dispositive Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
-------
13) Percent of Class Represented by Amount in Row (11)
19.9% (subject to conversion of convertible
preferred stock) See Item 5.
14) Type of Reporting Person
CO
7
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
1) Name of Reporting Person
SS or I.R.S. Identification No. of Above Person
Klaussner Enterprises, Inc.
2) Check the Appropriate Box if a Member of a Group
(a) X
(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 of Shares Beneficially Owned by Each Reporting Person With
7) Sole Voting Power
8) Shared Voting Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
9) Sole Dispositive Power
8
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
10) Shared Dispositive Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
-------
13) Percent of Class Represented by Amount in Row (11)
19.9% (subject to conversion of convertible
preferred stock) See Item 5.
14) Type of Reporting Person
CO
9
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
1) Name of Reporting Person
SS or I.R.S. Identification No. of Above Person
Klaussner Furniture Industries, Inc.
2) Check the Appropriate Box if a Member of a Group
(a) X
(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
North Carolina
Number of Shares Beneficially Owned by Each Reporting Person With
7) Sole Voting Power
8) Shared Voting Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
9) Sole Dispositive Power
10
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
10) Shared Dispositive Power
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,500 (subject to conversion of See Item 5.
convertible preferred stock)
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
-------
13) Percent of Class Represented by Amount in Row (11)
19.9% (subject to conversion of convertibl preferred stock)
See Item 5.
14) Type of Reporting Person
CO
11
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
Item 1. Securities of Issuer.
No change.
Item 2. Identity and Background.
No change.
Item 3. Source and Amount of funds or Other Consideration.
No change.
Item 4. Purpose of Transaction.
No change.
Item 5. Interest in Securities of the Issuer.
As reported previously, 1,085,623 shares of Jennifer
Convertibles Common Stock were pledged to Klaussner Furniture
Industries, Inc. ("KFI") on March 6, 1996, pursuant to various Stock
Pledge Agreements (the "Pledged Shares"). Item 5 is amended to report
that the obligations secured by the Pledged Shares have been paid and
satisfied in full and that KFI's security interests in the Pledged
Shares have terminated.
Item 5 is further amended to report that J.B. Davis
is currently the beneficial owner of 13,000 shares of Jennifer
Convertibles Common Stock, which represents less than 1% of the
outstanding Common Stock of Jennifer Convertibles. Mr. Davis continues
to have sole voting and investment power with respect to the shares
owned directly by him.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer.
No change.
Item 7. Material to be Filed as Exhibits.
Exhibit 1 - Agreement of Joint Filing
12
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
SIGNATURES
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.
June 25, 1998
/s/Hans J. Klaussner
Hans J. Klaussner
KLAUSSNER CORPORATION
By: /s/ Robert C. Shaffner
Robert C. Shaffner, Vice President
KLAUSSNER ENTERPRISES, INC.
By: /s/ Robert C. Shaffner
Robert C. Shaffner, Vice President
KLAUSSNER FURNITURE INDUSTRIES, INC.
By: /s/ Robert C. Shaffner
Robert C. Shaffner,
Senior Vice President
and Chief Financial Officer
13
<PAGE>
CUSIP No. 476153101 SCHEDULE 13D
EXHIBIT INDEX
Exhibit Description Page
Exhibit 1 Agreement of Joint Filing 15
CUSIP No. 476153101 SCHEDULE 13D
EXHIBIT 1
AGREEMENT OF JOINT FILING
The undersigned hereby agree, pursuant to Rule 13d-1(f)(1)(iii), that a
joint Schedule 13D be filed on behalf of each of the undersigned, in respect of
transactions in the Common Stock of Jennifer Convertibles, Inc. involving each
of the undersigned.
Date: June 25, 1998
/s/Hans J. Klaussner
Hans J. Klaussner
KLAUSSNER CORPORATION
By: /s/ Robert C. Shaffner
Robert C. Shaffner, Vice President
KLAUSSNER ENTERPRISES, INC.
By: /s/ Robert C. Shaffner
Robert C. Shaffner, Vice President
KLAUSSNER FURNITURE INDUSTRIES, INC.
By: /s/ Robert C. Shaffner
Robert C. Shaffner,
Senior Vice President
and Chief Financial Officer
