ALLOU HEALTH & BEAUTY CARE INC
SC 13G/A, 1996-02-08
DRUGS, PROPRIETARIES & DRUGGISTS' SUNDRIES
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             
                                  SCHEDULE 13G


                    Under the Securities Exchange Act of 1934
                               (Amendment No. 4 )*



                        Allou Health & Beauty Care, Inc.
                   ------------------------------------------
                                (Name of Issuer)

                 Class A Common Stock, par value $.001 per share
                   ------------------------------------------
                         (Title of Class of Securities)

                                   019782 10 1
                             ---------------------
                                 (CUSIP Number)

Check the following box if a fee is being paid with the 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 five percent or less of such class.)
(See Rule 13d-7.)

*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 in 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).

SEC 1745 (12-91)             Page 1 of 5 pages

<PAGE>



                                       13G


CUSIP No. 019782 10 1                                      Page  2  of  5  Pages
         ------------                                           ---    ---

- --------------------------------------------------------------------------------
     1        NAME OF REPORTING PERSON
              S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
                         Herman Jacobs
- --------------------------------------------------------------------------------
     2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*      (a) [ ]
                                                                     (b) [ ]
                         N/A
- --------------------------------------------------------------------------------
     3        SEC USE ONLY


- --------------------------------------------------------------------------------
     4        CITIZENSHIP OR PLACE OF ORGANIZATION

                         USA
- --------------------------------------------------------------------------------
        NUMBER OF                5       SOLE VOTING POWER
          SHARES              
       BENEFICIALLY                           478,750
         OWNED BY             --------------------------------------------------
           EACH                  6       SHARED VOTING POWER
        REPORTING             
          PERSON                                -0-
           WITH               --------------------------------------------------
                                 7       SOLE DISPOSITIVE POWER/

                                              478,750
                              --------------------------------------------------
                                 8       SHARED DISPOSITIVE POWER

                                                -0-
- --------------------------------------------------------------------------------
     9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                         478,750
- --------------------------------------------------------------------------------
    10        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
              SHARES*                                                        [ ]

                         N/A
- --------------------------------------------------------------------------------
     11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                       9.69%
- --------------------------------------------------------------------------------
     12       TYPE OF REPORTING PERSON*

                         IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


SEC 1745 (12-91)              Page 2 of 5 pages

<PAGE>



                                 AMENDMENT NO. 4
                                       TO
                                  SCHEDULE 13G

ITEM 1(A):                NAME OF ISSUER:

                          Allou Health and Beauty Care, Inc.

ITEM 1(B):                ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

                          50 Emjay Boulevard
                          Brentwood, New York 11717

ITEM 2(A):                NAME OF PERSON FILING:

                          Herman Jacobs
                          (the "Reporting Person")

ITEM 2(B):                ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
                          RESIDENCE:

                          50 Emjay Boulevard
                          Brentwood, New York 11717

ITEM 2(C):                CITIZENSHIP:

                          U.S.A.

ITEM 2(D):                TITLE OF CLASS OF SECURITIES:

                          Class A Common  Stock,  par value $.001 per share (the
                          "Class A Common Stock")

ITEM 2(E):                CUSIP NUMBER:

                          019782 10 1

ITEM 3:                   IF THIS  STATEMENT  IS  FILED  PURSUANT  TO  RULES
                          13D-1(B), OR 13D-2(B), CHECK WHETHER THE PERSON FILING
                          IS:

                          Inapplicable



SEC 1745 (12-91)              Page 3 of 5 pages

<PAGE>



ITEM 4:                   OWNERSHIP.  AS OF DECEMBER 31, 1995:

                    (a)  Amount  beneficially  owned:  478,750 shares.  Includes
                         293,750 shares of Class B Common Stock, par value $.001
                         per share  (the  "Class B Common  Stock"),  held by Mr.
                         Jacobs  and  100,000  shares  of Class B  Common  Stock
                         issuable  upon  exercise of a stock  option held by Mr.
                         Jacobs and exercisable at $6.33 per share, such Class B
                         Common  Stock is  convertible  at any time into Class A
                         Common Stock on a share for share basis.  Also includes
                         25,000  shares of Class A Common  Stock  issuable  upon
                         exercise  of a  stock  option  held by Mr.  Jacobs  and
                         exercisable at $2.50 per share;  35,000 shares of Class
                         A Common Stock issuable upon exercise of a stock option
                         held by Mr. Jacobs and  exercisable at $6.95 per share;
                         and 25,000 shares of Class A Common Stock issuable upon
                         exercise  of a  stock  option  held by Mr.  Jacobs  and
                         exercisable  at $7.70 per share.  Each share of Class B
                         Common  Stock has five votes per  share;  each share of
                         Class A Common Stock has one vote per share.

                    (b)  Percent of class: 9.69%

                    (c)  Number of shares as to which such person has:

                              (i)  Sole power to vote or direct the vote:
                                   478,750 shares

                              (ii) Shared  power to vote or direct  the vote:
                                   None

                              (iii)Sole power to dispose or direct the
                                   disposition  of:
                                   478,750 shares

                              (iv) Shared power to dispose or direct the
                                   disposition of:
                                   None

ITEM 5:                   OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

                          Inapplicable


SEC 1745 (12-91)              Page 4 of 5 pages

<PAGE>



ITEM 6:                   OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
                          ANOTHER PERSON:

                          Inapplicable

ITEM 7:                   IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
                          WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
                          PARENT HOLDING COMPANY:

                          Inapplicable

ITEM 8:                   IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
                          GROUP:

                          Inapplicable

ITEM 9:                   NOTICE OF DISSOLUTION OF GROUP:

                          Inapplicable

ITEM 10:                  CERTIFICATION:

                          Inapplicable


                                    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.

                                           February 5, 1996



                                           By:   /S/ HERMAN JACOBS
                                              -----------------------------
                                                Herman Jacobs




SEC 1745 (12-91)              Page 5 of 5 pages


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