<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
PVC CONTAINER CORPORATION
-----------------------------
(Name of Issuer)
Common Stock, $.01 par value
-----------------------------
(Title of Class of Securities)
693651101
-----------------------------
(CUSIP Number)
Thomas J. Rice, Esq.
Coudert Brothers
1114 Avenue of the Americas
New York, New York 10036
-----------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 15, 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
cthe 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 disclosure
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).
Exhibit Index: Page 5
Page 1 of 5 Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 693651101
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Lionheart Group, Inc.
13-3790-376
2 Check the Appropriate Box If a Member of a Group*
a. |_|
b. |X|
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
7 Sole Voting Power
Number of 448,000
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 448,000
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
448,000
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
|_|
13 Percent of Class Represented By Amount in Row (11)
6.4%
14 Type of Reporting Person*
IA
Page 2 of 5 Pages
<PAGE>
Item 1. Security and Issuer
This statement on Schedule 13D relates to shares of Common Stock, par
value $.01 per share (the "Common Stock"), of PVC Container Corporation, a
Delaware corporation (the "Issuer"). The principal executive offices of the
Issuer are located at 401 Industrial Way West, Eatontown, NJ 07724.
Item 2. Identity and Background
This statement on Schedule 13D is being filed by Lionheart Group, Inc.,
a Delaware corporation (the "Reporting Person"). The business address of the
Reporting Person is 230 Park Avenue, Suite 516, New York, NY 10169.
The Reporting Person acts as investment adviser to several private
investment funds and managed accounts which are the ultimate beneficial owners
of the shares to which this statement relates. No such client of the Reporting
Person owns 5% or more of the outstanding Common Stock.
The officers of the Reporting Person are C. Duncan Soukup, President,
Vice-President, Secretary and Treasurer. The sole director of the Reporting
Person is C. Duncan Soukup. The business address of C. Duncan Soukup is 230 Park
Avenue, Suite 516, New York, NY 10169. The present occupation of C. Duncan
Soukup is President of the Reporting Person. C. Duncan Soukup is a citizen of
the United Kingdom.
During the last five years, neither the Reporting Person nor C. Duncan
Soukup has been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors) or was a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction resulting in a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
All of the shares of Common Stock of the Issuer deemed beneficially
held by the Reporting Person, including the shares purchased within the last 60
days as set forth in Exhibit A, were purchased with the working capital of the
investment funds and managed accounts for whose accounts such shares were
purchased.
Item 4. Purpose of Transaction
All Common Stock held by the Reporting Person is being held for
investment purposes. Subject to economic considerations and market conditions,
the Reporting Person may, from time to time, acquire additional shares of Common
Stock in the open market or in privately negotiated transactions or may dispose
of such securities or the securities it presently owns in the open market or in
private transactions. The Reporting Person may engage in activities intended to
influence the business strategy or management of the Issuer.
Except as indicated above, the Reporting Person presently has no plans
or proposals which relate to or would result in any of the events, actions or
conditions specified in paragraphs (a) through (j) of Item 4 of this Schedule
13-D.
Page 3 of 5 Pages
<PAGE>
Item 5. Interest in Securities of the Issuer
(a) This statement on Schedule 13D relates to 448,000 shares of Common
Stock deemed beneficially owned by the Reporting Person, which
constitute approximately 6.4% of the issued and outstanding shares of
Common Stock.
(b) The Reporting Person has sole voting and dispositive power with respect
to 448,000 shares of Common Stock.
(c) Within the past sixty days, accounts managed by the Reporting Person
purchased and sold shares of Common Stock on the dates, in the amounts
and at the prices set forth on Exhibit A annexed hereto and
incorporated by reference herein. All of such purchases were made on
the open market.
(d) The private investment funds and managed accounts to which the
Reporting Person serves as investment adviser and for whose accounts
the Common Stock is held have the right to receive dividends from or
the proceeds from the sale of the Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Except as set forth above in Item 2, there exist no contracts,
arrangements, understandings or relationships (legal or otherwise) among the
persons named in Item 2 and between such persons and any other persons with
respect to any securities of the Issuer, including but not limited to transfer
or voting of any securities, finders' fees, joint ventures, loan or option
arrangements, put or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits
Exhibit A: Transactions in Shares of Common Stock Within Past
60 Days.
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.
Dated: September 23, 1998
LIONHEART GROUP, INC.
By: /s/ C. Duncan Soukup
--------------------
C. Duncan Soukup, President
Page 4 of 5 Pages
<PAGE>
EXHIBIT A
Transactions in Shares of Common Stock
Within the Past Sixty Days
DATE BUY/SELL TOTAL COST
07/31/98 Buy 1,700 $7.2831
08/03/98 Buy 500 $6.9375
08/05/98 Buy 4,000 $6.4375
08/11/98 Buy 5,600 $6.4375
08/14/98 Buy 3,000 $6.5625
08/24/98 Buy 7,600 $7.0206
08/26/98 Buy 2,000 $6.6250
08/28/98 Buy 500 $6.8750
08/31/98 Buy 7,000 $6.9955
09/01/98 Buy 45,700 $7.5548
09/02/98 Buy 4,500 $7.4403
09/03/98 Buy 21,900 $7.5260
09/04/98 Buy 20,000 $7.5875
09/15/98 Buy 33,000 $6.5843
09/23/98 Buy 65,600 $8.0391
Page 5 of 5 Pages