FORM 4
__ Check this box if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue.
See Instruction 1(b).
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or
Section 30(f) of the Investment Company Act of 1940
1. Name and Address of Reporting Person
Last, First, Middle
================== =================== ================
Perry, Richard C.
Street
======================================================
2635 Century Parkway, N.E.
Suite 1000
City, State, Zip
======================================================
Atlanta, GA 30345
2. Issuer Name and Ticker or Trading Symbol
Bentley Pharmaceuticals, Inc. BNT
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Statement for Month/Year
August, 1996
5. If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person to Issuer (Check all applicable)
Director:
Officer (give title below):
10% Owner: X
Other (specify below):
TABLE I - NON-DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
<TABLE>
<CAPTION>
1. Title of 2. Trans. 3. Trans. 4. Securities Acquired or 5. Amount of 6. Owner- 7. Nature of
Security Date Code Disposed Of Securities Ship Form: Indirect
--------- --------------------------- Beneficially Direct or Beneficial
Code V Amount (A) or Price Owned at Indirect Ownership
(D) End of Month
- ---------------- --------- --------- --------------------------- -------------- ----------- ------------
<C> <C> <C> <C> <C> <C> <C>
</TABLE>
TABLE II - DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
(e.g., puts, calls, warrants, options, convertible securities)
*See below for key to column headings
<TABLE>
<CAPTION>
(1) (2) (3) (4) (5) (6a) (6b) (7a) (7b) (8) (9) (10) (11)
<C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
12% Conv. Deb. $2.50 6/20/96 P 35 2/14/97 2/13/06 Common Stock 400 $1,370 1,125 D
12% Conv. Deb. " 6/21/96 P 5 2/14/97 2/13/06 Common Stock " 1,390 " D
12% Conv. Deb. " 6/24/96 P 55 2/14/97 2/13/06 Common Stock " 1,350 " D
12% Conv. Deb. " 6/26/96 P 99 2/14/97 2/13/06 Common Stock " 1,381 " D
12% Conv. Deb. " 6/27/96 P 133 2/14/97 2/13/06 Common Stock " 1,389 " D
12% Conv. Deb. " 7/02/96 P 4 2/14/97 2/13/06 Common Stock " 1,370 " D
12% Conv. Deb. " 7/08/96 P 29 2/14/97 2/13/06 Common Stock " 1,505 " D
12% Conv. Deb. " 7/09/96 P 48 2/14/97 2/13/06 Common Stock " 1,520 " D
12% Conv. Deb. " 7/10/96 P 15 2/14/97 2/13/06 Common Stock " 1,490 " D
12% Conv. Deb. " 7/11/96 P 30 2/14/97 2/13/06 Common Stock " 1,403 " D
12% Conv. Deb. " 7/12/96 P 78 2/14/97 2/13/06 Common Stock " 1,402 " D
12% Conv. Deb. " 7/15/96 P 19 2/14/97 2/13/06 Common Stock " 1,340 " D
12% Conv. Deb. " 7/19/96 P 140 2/14/97 2/13/06 Common Stock " 1,221 " D
12% Conv. Deb. " 7/22/96 P 65 2/14/97 2/13/06 Common Stock " 1,252 " D
12% Conv. Deb. " 7/23/96 P 30 2/14/97 2/13/06 Common Stock " 1,237 " D
12% Conv. Deb. " 7/24/96 P 55 2/14/97 2/13/06 Common Stock " 1,184 " D
12% Conv. Deb. " 7/25/96 P 50 2/14/97 2/13/06 Common Stock " 1,184 " D
12% Conv. Deb. " 7/26/96 P 65 2/14/97 2/13/06 Common Stock " 1,188 " D
12% Conv. Deb. " 7/29/96 P 10 2/14/97 2/13/06 Common Stock " 1,170 " D
12% Conv. Deb. " 7/30/96 P 20 2/14/97 2/13/06 Common Stock " 1,195 " D
12% Conv. Deb. " 8/13/96 P 5 2/14/97 2/13/06 Common Stock " 1,200 " D
12% Conv. Deb. " 8/14/96 P 25 2/14/97 2/13/06 Common Stock " 1,228 " D
12% Conv. Deb. " 8/15/96 P 5 2/14/97 2/13/06 Common Stock " 1,200 " D
12% Conv. Deb. " 8/16/96 P 10 2/14/97 2/13/06 Common Stock " 1,200 " D
12% Conv. Deb. " 8/21/96 P 10 2/14/97 2/13/06 Common Stock " 1,200 " D
12% Conv. Deb. " 8/23/96 p 10 2/14/97 2/13/06 Common Stock " 1,200 " D
12% Conv. Deb. " 8/29/96 P 75 2/14/97 2/13/06 Common Stock " 1,200 " D
</TABLE>
*Column heading key
(1) Title of Derivative Security
(2) Conversion or Exercise Price of Derivative Security
(3) Transaction Date
(4) Transaction Code
(5) Number of Derivative Securities Acquired (A)
(6a) Date Exercisable
(6b) Expiration Date
(7a) Title
(7b) Amount or Number of Shares
(8) Price of Derivative Security
(9) Number of Derivative Securities Beneficially Owned at End of Month
(10) Ownership Form of Derivative Security (Direct)
(11) Nature of Indirect Beneficial Ownership
Explanation of Responses:
/s/ Richard C. Perry 9/10/96
----------------------------- -------------
Signature of Reporting Person Date
