UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __)*
Brazos Sportswear, Inc.
(Name of Issuer)
Common Stock, par value $.001 per share
(Title of Class of Securities)
106233109
(CUSIP Number)
*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 13G
CUSIP NO. 106233109 PAGE 2 OF 5 PAGES
- ------------------- ----------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Equus II Incorporated
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF
SHARES 2,868,217
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
6 SHARED VOTING POWER
7 SOLE DISPOSITIVE POWER
2,868,217
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,868,217
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES * [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
57.1%
12 TYPE OF REPORTING PERSON *
IV, CO
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ITEM 1(A). NAME OF ISSUER.
This statement on Schedule 13G relates to beneficial ownership of
shares of common stock, par value $.001 per share, of Brazos Sportswear, Inc., a
Delaware corporation (the "Issuer").
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.
The address of the Issuer's principal executive offices is 3860
Virginia Avenue, Cincinnati, Ohio 45227.
ITEM 2(A). NAME OF PERSON FILING.
The name of the person filing this statement on Schedule 13G is Equus
II Incorporated.
ITEM 2(B). ADDRESS OR PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE.
The address of Equus II Incorporated's principal business office is
2929 Allen Parkway, Suite 2500, Houston, Texas 77019.
ITEM 2(C). CITIZENSHIP.
Equus II Incorporated is a corporation incorporated under the laws of
the State of Delaware.
ITEM 2(D). TITLE OF CLASS OF SECURITIES.
This statement on Schedule 13G relates to shares of common stock, par
value $.001 per share ("Common Stock"), of the Issuer.
ITEM 2(E). CUSIP NUMBER.
The CUSIP Number of the Issuer is 106233109.
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B), CHECK
WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance company as defined in section 3(a)(19) of the act
(d) [X] Investment company registered under section 8 of the Investment
Company Act
(e) [ ] Investment adviser registered under section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974
or endowment fund; see ss.240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent holding company, in accordance with ss.240.13d-1(b)(ii)(G)
(Note: see Item 7)
(h) [ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)
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ITEM 4. OWNERSHIP
As of the 14th day of March 1997 (the first month in which Equus II
Incorporated's beneficial ownership of shares of Common Stock exceeded ten
percent of the Common Stock):
(a) Equus II Incorporated is the beneficial owner of 2,868,217
shares of the Common Stock (the "Shares"), which include (i) 2,160,308
shares of Common Stock directly held, (ii) 537,069 shares of Common
stock issuable upon conversion of shares of preferred stock, par value
$.001 per share, of the Issuers at a current conversion ratio of
approximately .0909 per share and (iii) 170,840 shares issuable upon
exercise of warrants at exercise prices ranging from $4.62 to $6.59 per
share and which expire at various dates in 2006 through 2007.
(b) Equus II Incorporated beneficially owns 57.1% of the
Issuer's outstanding Common Stock, computed in the
manner specified in SEC Rule 13d-3(d)(1); and
(c) The number of shares of Common Stock as to which
Equus II Incorporated has:
(i) sole power to vote or direct the vote, is
2,868,217;
(ii) shared power to vote or direct the vote,
is zero;
(iii) sole power to dispose of or to direct the
disposition of, is 2,868,217;
(iv) shared power to dispose or direct the
disposition of, is zero.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. IF THIS STATEMENT IS BEING
FILED TO REPORT THE FACT AS OF THE DATE HEREOF THE REPORTING PERSON HAS CEASED
TO BE BENEFICIAL OWNER OF MORE THAN 5 PERCENT OF THE CLASS OF SECURITIES, CHECK
THE FOLLOWING [ ].
No response to Item 5 is required.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
No response to Item 6 is required.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
No response to Item 7 is required.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
No response to Item 8 is required.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
No response to Item 9 is required.
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ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
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.
APRIL 9, 1997
Date
/s/RANDALL B. HALE
Signature
Randall B. Hale, Vice President of Equus II Incorporated
Name/Title
