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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2) *
EASTERN ENVIRONMENTAL SERVICES, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
276369105
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(CUSIP Number)
Robert M. Kramer, Esq., 1150 First Avenue, Suite 900, King of Prussia, PA 19406,
(610) 992-4712
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications
January 31, 1997
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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 [_].
Check the following box if a fee is being paid with this statement [_]. (A fee
is not required only if the reporting 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 less than five percent of such class.
See Rule 13d-7.)
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 of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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SCHEDULE 13D
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CUSIP No. 276369105 Page 2 of 4 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GEORGE O. MOOREHEAD
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [_]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
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7 SOLE VOTING POWER
NUMBER OF 385,000
SHARES --------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 1,111,101
REPORTING --------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
385,000
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10 SHARED DISPOSITIVE POWER
N/A
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,496,101
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.3%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Item 1. Security and Issuer.
This item is unchanged from the Schedule 13D filed by the Reporting Person on
July 2, 1996.
Item 2. Identity and Background.
This item is unchanged from the Schedule 13D filed by the Reporting Person on
July 2, 1996.
Item 3. Source and Amount of Funds or Other Consideration.
This item is unchanged from the Schedule 13D, Amendment 1, filed by the
Reporting Person on January 10, 1997.
Item 4. Purpose of Transaction.
This item is unchanged from the Schedule 13D filed by the Reporting Person on
July 2, 1996, except that all agreements described therein under which the
Reporting Person, Mr. Louis D. Paolino, Jr., the Environmental Opportunities
Fund, L.P., and the Environmental Opportunities Fund (Cayman), L.P., held the
right to purchase shares of the Issuer have been consummated, and the resulting
number of shares owned by the Reporting Person is as set forth in Item 5, infra.
Item 5. Interest in Securities of the Issuer.
(a) Based upon the number of outstanding shares of common stock of
Eastern Environmental Services, Inc., as reported by the
issuer to be 12,058,326, the 1,496,101 shares that may be
considered to be beneficially owned by the Reporting Person
would represent 12.3% of the common stock that would be
outstanding after the exercise of the options described in
Item 5, subparagraph (c), of the Schedule 13D, Amendment 1,
filed by the Reporting Person on January 10, 1997. The
Reporting Person continues to disclaim beneficial ownership of
1,111,101 shares owned by William Skuba, as to which
Environmental Opportunites Fund, L.P., Environmental
Opportunites Fund (Cayman), L.P., Louis D. Paolino, Jr., and
the Reporting Person possess an irrevocable proxy as to
voting, as described more fully in the Schedule 13D filed by
the Reporting Person on July 2, 1996.
(b) The Reporting Person presently has the sole power to vote and
dispose of 335,000 shares of common stock, consisting of
335,000 shares owned directly by the Reporting Person. The
Reporting Person is also considered to have sole power to vote
and dispose of 50,000 shares subject to a purchase option
described in Item 5, subparagraph (c), of the Schedule 13D,
Amendment 1, filed by the Reporting
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Person on January 10, 1997. The Reporting Person has shared
power to vote 1,111,101 shares subject to proxy, as described
in subparagraph (a), supra.
(c) This item is unchanged from the Schedule 13D, Amendment 1,
filed by the Reporting Person on January 10, 1997.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
This item is unchanged from the Schedule 13D filed by the Reporting Person on
July 2, 1996, except that: (i) the put agreement with William Skuba described in
Item 6, subparagraph (a), of the Schedule 13D filed by the Reporting Person on
July 2, 1996, has been cancelled; and (ii) the four stock purchase agreements
described in Item 6, subparagraph (b), of the Schedule 13D filed by the
Reporting Person on July 2, 1996, have been consummated in accordance with their
terms.
Item 7. Material to be Filed as Exhibits.
This item is unchanged from the Schedule 13D filed by the Reporting Person on
July 2, 1996.
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.
2/14/97 /s/ George O. Moorehead
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Date George O. Moorehead
