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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
LILLIAN VERNON CORPORATION
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
532430 10 5
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(CUSIP Number)
Joel Salon, c/o Salon, Marrow & Dyckman, 685 Third Avenue,
New York, New York 10017 (212) 661-7100
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(Name, Address, and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 17, 1995
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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 [X]. (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 five percent or less 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).
<TABLE>
SCHEDULE 13D
CUSIP NO. 532430 10 5 PAGE 1 OF 4 PAGES
<S> <C> <C>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON
Lillian Menasche Vernon Foundation Inc., 13-3543593
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS OO
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
N/A
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6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
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NUMBER OF 7. SOLE VOTING POWER 697,100
SHARES ------------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER 0
OWNED BY ------------------------------------------------------
EACH 9. SOLE DISPOSITIVE POWER 697,100
REPORTING ------------------------------------------------------
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON 697,100
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
N/A
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.2%
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14. TYPE OF REPORTING PERSON CO
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</TABLE>
*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.
Item 1. Security and Issuer
Common Stock $0.01 par value - Lillian Vernon
Corporation, 543 Main Street, New Rochelle, New York 10801.
Item 2(a)-(c) Identity and Background
1 - Lillian Menasche Vernon Foundation, Inc. (the
"Foundation")
Place of Incorporation - Delaware
Principal Business - Charitable Foundation
c/o Salon, Marrow & Dyckman
685 Third Avenue
New York, New York 10017
(d) Not Applicable
(e) Delaware
2 - Lillian Vernon
543 Main Street
New Rochelle, New York 10801
Chairman of the Board of Directors and
Chief Executive Officer of
Lillian Vernon Corporation
543 Main Street
New Rochelle, New York 10801
Citizenship: United States
3 - Fred Hochberg
149 Fifth Avenue
New York, New York 10010
Principal - Heyday Company
149 Fifth Avenue
New York, New York 10010
Consulting Services
Citizenship: - United States
4. Leo Salon
685 Third Avenue
New York, New York 10017
Attorney - Salon, Marrow & Dyckman
685 Third Avenue
New York, New York 10017
Citizenship: United States
5. Joel Salon
685 Third Avenue
New York, New York 10017
Attorney - Salon, Marrow & Dyckman
685 Third Avenue
New York, New York 10017
Citizenship: United States
2(d) Neither Lillian Vernon, Fred Hochberg, Leo Salon nor Joel
Salon have, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
Item 3 - Source and Amount of Funds or Other Consideration
Lillian Vernon, Chairman of the Board, Chief Executive
Officer and a principal stockholder of Lillian Vernon Corporation
(the "Issuer") made a gift of 500,000 shares of common stock of the
Company to the Foundation.
Item 4. Purpose of the Transaction
The gift was made for charitable and estate planning
purposes.
Item 5. Interest in Securities of the Issuer
(a) The Foundation owns 697,100 or 7.2% of the shares of
common stock of the Issuer.
(b) The four directors of the Foundation are Lillian
Vernon, Fred P. Hochberg, Leo Salon and Joel Salon. They are not
members of a group. Lillian Vernon, the Chairman of the Board and
Chief Executive Officer of the Issuer, directly owns 2,114,663
shares for which she has sole power to vote and dispose of, she has
shared power to vote and dispose of the shares owned by the
Foundation. Fred P. Hochberg, a director of the Issuer directly
owns 623,231 shares of the Issuer, The Fred P. Hochberg Foundation,
of which Mr. Hochberg is the sole trustee, owns 35,000 shares of
common stock of the Issuer. He has sole power to vote and dispose
of the aforementioned shares owned by him and by the Fred P.
Hochberg Foundation and has shared power to vote and dispose of the
shares owned by the Foundation. Leo Salon is a director of the
Issuer and directly owns 2,250 shares of common stock of the
Issuer, for which he has sole power to vote and dispose of. Leo
Salon has shared power to vote and dispose of the shares owned by
the Foundation. Joel Salon owns no shares of common stock of the
Issuer. Joel Salon has shared power to vote and dispose of the
shares owned by the Foundation.
(c) Lillian Vernon gifted 500,000 shares of common stock
of the Issuer to the Foundation on May 17, 1995.
(d) N/A
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer).
N.A.
Item 7. Material to be Filed as Exhibits.
N.A.
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: June 19, 1995
LILLIAN MENASCHE VERNON FOUNDATION, INC.
Signature: By: Joel Salon
Name/Title Joel Salon, Director
