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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. 2)*
CHEROKEE, INC.
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(Name of Issuer)
COMMON STOCK, NO PAR VALUE
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(Title of Class of Securities)
16444H102
(CUSIP Number)
Ronald P. Givner, Esq., c/o Jeffer, Mangels, Butler & Marmaro LLP,
2121 Avenue of the Stars, 10th Floor, Los Angeles, California 90067,
(310) 203-8080
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 20, 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 [_].
*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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CUSIP No. 16444H102 SCHEDULE 13D
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NAME OF REPORTING PERSON
1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
THE NEWSTAR GROUP, INC. DBA THE WILSTAR GROUP
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
NOT APPLICABLE
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
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CITIZENSHIP OR PLACE OF ORGANIZATION
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U.S.A.
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SOLE VOTING POWER
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NUMBER OF 1,103,427 SHARES OF COMMON STOCK
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
-0-
OWNED BY
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EACH SOLE DISPOSITIVE POWER
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REPORTING 1,103,427 SHARES OF COMMON STOCK
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
-0-
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,103,427 SHARES OF COMMON STOCK
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
12.8%
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TYPE OF REPORTING PERSON*
14
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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The purpose of this Amendment No. 2 to Schedule 13D is to report the
exercise of an option held by The Newstar Group, Inc. d/b/a The Wilstar Group
("Wilstar"), a California corporation of shares of the Common Stock of Cherokee,
Inc. ("Company").
ITEM 1. SECURITY AND ISSUER
Securities: Common Stock, $.02 par value ("Common Stock").
Issuer: Cherokee, Inc.
6835 Valjean Avenue
Van Nuys, California 91406
ITEM 2. IDENTITY AND BACKGROUND
Information as to Newstar
Name: The Newstar Group, Inc.
State of Incorporation: California
Address: 6835 Valjean Avenue
Van Nuys, California 91406
Information as to Directors, Officers and Controlling Persons of Newstar
Robert Margolis Chief Executive Officer, Director
The Newstar Group, Inc.
6835 Valjean Avenue
Van Nuys, California 91406
United States citizen
Chief Executive Officer, Chairman, Member of
the Board of Directors
Cherokee Inc.
6835 Valjean Avenue
Van Nuys, California 91406
United States citizen
(d) No person or entity listed above has, during the last five
years, been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) No person or entity listed above has, during the last five
years, been party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result
of such proceeding was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state
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securities laws or finding any violation with respect to such
judgment, decree or final order.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Not Applicable.
ITEM 4. PURPOSE OF THE TRANSACTION
See Item 5.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
On December 20, 1997, Wilstar transferred 17,500 shares of Cherokee,
Inc. to certain of its employees.
On December 29, 1997, Wilstar exercised for $3.00 per share an
existing option granted by Cherokee, Inc. for 675,670 shares of the
Common Stock of Cherokee, Inc. The aforementioned transaction did not
change Wilstar's aggregate beneficial ownership of the shares it
beneficially owned in Cherokee, Inc., since the shares underlying such
option was already included in such beneficial ownership.
On December 30, 1997, Wilstar transferred 354,743 shares of the Common
Stock of Cherokee, Inc. to five former shareholders of Wilstar as
partial consideration for the redemption by Wilstar of all the
outstanding shares of Wilstar held by such former shareholders. Prior
to such redemptions, which were effective as of June 1, 1997, such
former shareholders held 49.83% of the economic interests in Wilstar
and the redemptions represent a distribution to them of their indirect
economic ownership in the Cherokee, Inc. shares held by Wilstar.
Wilstar currently beneficially owns 1,103,427 shares or 12.8% of the
outstanding Common Stock of Cherokee, Inc.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUE.
Not applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
a. The May 4, 1995 Revised Option Agreement between Wilstar and the
Company, as amended on March 23, 1996, is attached as Exhibit "B"
to the original Schedule 13D. (Previously filed with Amendment
No. 1.)
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SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief,
we certify that the information set forth in this statement is true, complete
and correct.
January 9, 1998 THE NEWSTAR GROUP, INC.
By: /s/ Robert Margolis
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Robert Margolis, President
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