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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. 1)*
Maybelline, Inc.
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
(Title of Class of Securities)
557875 10 7
(CUSIP Number)
The Daiwa Bank, Ltd.
1-1, Otemachi 2-Chome, Chiyoda-ku, Tokyo 100, Japan
Attention: Mr. Masaaki Kanda, 03-5202-5322
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
July 21, 1995
(Date of Event which Requires Filing of this Statement)
If a 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 [ ]. (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).
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CUSIP NO. 577875 10 7
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Daiwa Bank, Ltd.
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
00
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
Japan
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7. SOLE VOTING POWER
NUMBER OF 692,603
SHARES ----------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY -0-
EACH ----------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 692,603
WITH ----------------------------------------
10. SHARED DISPOSITIVE POWER
-0-
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
692,603
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.98%
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14. TYPE OF REPORTING PERSON
CO
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Item 1. Security and Issuer.
This Statement on Schedule 13D (this "Statement") relates to the
Common Stock, par value $.01 per share ("Common Stock"), of Maybelline,
Inc. (the "Company"). The principal executive offices of the Company are
located at 3030 Jackson Avenue, Memphis, Tennessee 38112.
Item 2. Identity and Background.
This Statement is being filed by The Daiwa Bank, Ltd., a banking
corporation organized under the laws of Japan (the "Reporting Person").
The principal business of the Reporting Person is to engage in banking
activities.
The address of the principal business and office of the Reporting
Person is 2-1, Bingomachi 2-Chome, Chuo-ku, Osaka 541, Japan. Schedule I
hereto, which is incorporated herein by this reference, sets forth the
name, the business address, the present principal occupation or employment
(and the name, principal business and address of any corporation or other
organization in which such employment is conducted) and the citizenship of
the directors and executive officers of the Reporting Person.
Neither the Reporting Person nor, to its knowledge, any of the
persons identified in Schedule I hereto has, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or been a 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 securities laws or finding any violation with respect to
such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The responses to Items 4, 5 and 6 are incorporated herein by this
reference.
Prior to December 17, 1992, all of the capital stock of a predecessor
of the Company (the "Predecessor") was owned, in the aggregate, by
Wasserstein, Perella Partners, L.P., Wasserstein, Perella Offshore
Partners, L.P. and WP Cypress Partners, L.P. (the "WP Partnerships"). On
December 10, 1992, the Common Stock was first registered under Section 12
of the Securities Exchange Act of 1934, as amended, in connection with the
merger of the Predecessor and the Company (which had been organized by the
WP Partnerships for
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such purpose) and the consummation by the Company of its initial public
offering of shares of Common Stock.
On September 16, 1994, the WP Partnerships commenced a distribution
of all of the shares of Common Stock owned by them to their respective
general and limited partners, including the Reporting Person, in accordance
with their respective partnership agreements. The Reporting Person
received 912,603 shares of Common Stock in such distribution in exchange
for a reduction in its capital account as a limited partner of Wasserstein,
Perella Partners, L.P.
In order to comply with requirements of the Bank Holding Company Act
of 1956 and the International Banking Act of 1978, the Reporting Person is
required to reduce its holding of Common Stock to less than 5% of the
outstanding Common Stock. Accordingly, the Reporting Person has effected
several sales of the Common Stock and as of July 21, 1995 owns 692,603
shares of Common Stock.
Item 4. Purpose of Transaction.
The responses to Items 3, 5 and 6 are incorporated herein by this
reference.
The transaction was initiated by the WP Partnerships. The Reporting
Person presently intends to hold the shares of Common Stock solely for
investment purposes.
Item 5. Interest in Securities of the Issuer.
The responses to Items 3,4, and 6 are incorporated herein by this
reference.
As of the date hereof, the Reporting Person is the owner of 692,603
shares of Common Stock, or 4.98% of the outstanding shares of Common Stock
(based on 13,904,413 shares of Common Stock outstanding as of the date
hereof).
None of the persons identified on Schedule I beneficially owns
any shares of Common Stock.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to the Securities of the Issuer.
The Reporting Person has no contracts, arrangements, understandings
or relationships with respect to the Common Stock.
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Item 7. Material to be Filed as Exhibits.
Exhibit No. Description
None
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certifies that the information set forth in this statement
is true, complete and correct.
Date: July 21, 1995 THE DAIWA BANK, LTD.
NEW YORK BRANCH
By /s/ Shuhei Kawabata
Its: Deputy General Manager
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SCHEDULE I
Information With Respect to
Directors and Executive Officers of The Daiwa Bank, Ltd.
Except as otherwise indicated, each of the individuals listed below
is a citizen of Japan, and the business address of each such individual is
c/o The Daiwa Bank, Ltd., 1-1 Otemachi 2-Chome, Chiyoda-ku, Tokyo 100,
Japan.
Directors. Certain information with respect to each of the directors
of the Reporting Person is set forth below.
Name Principal Occupation
Sumio Abekawa Chairman, Daiwa Bank, Ltd.
Akira Fujita President, Daiwa Bank, Ltd.
Kenji Yasui Deputy President, Daiwa Bank, Ltd.
Takashi Kaiho Deputy President, Daiwa Bank, Ltd.
Shigeyoshi Genjida Senior Managing Director, Daiwa Bank, Ltd.
Kaneyoshi Nishiyama Senior Managing Director, Daiwa Bank, Ltd.
Toshiro Kawakami Senior Managing Director, Daiwa Bank, Ltd.
Kazuya Sunahara Senior Managing Director, Daiwa Bank, Ltd.
Ikuhiro Katsuda Managing Director, Daiwa Bank, Ltd.
Koichi Kunisada Managing Director, Daiwa Bank, Ltd.
Hiroyuki Yamaji Managing Director, Daiwa Bank, Ltd.
Hisao Nagaoka Managing Director, Daiwa Bank, Ltd.
Yasuhisa Katsuta Managing Director, Daiwa Bank, Ltd.
Yoshikaza Matsuda Managing Director, Daiwa Bank Ltd.
Isao Kimura Director and General Manager, Trust
Business Development Division
Takeo Suzuki Director and General Manager, Head Office
Business Department
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Yasuhisa Iguchi Director and General Manager, Credit
Division and Credit Administration
Division
Yoshihisa Idesawa Director and General Manager, Tokyo Main
Office Business Department
David H. Drewery Director, Executive Vice President and
General Manager, US Commercial Banking
Division
Mr. Drewery is a U.K. citizen whose
principal business address is
450 Lexington Avenue, New York, New York
Takashi Iwao Director and General Manager, Tokyo
Banking Business Administration
Shinichi Nakagawa Director and General Manager, Personnel
Division
Atsumu Kuroishi Director and General Manager, General
Planning Division
Nobuhiro Kawai Director and General Manager, Banking
Business Administration
Masahiro Tsuda Director and General Manager,
New York Branch
Masayoshi Yoshino Director and General Manager, Tokyo Main
Office Public Institutions Business
Department
Masahiro Oyama Director and General Manager,
Hong Kong Branch
Naohiko Komoto Director and General Manager, Head
Office Public Institutions
Business Department
Seiji Tsuji Director and General Manager, Tokyo
Credit Division
Executive Officers. Certain information with respect to each of the
executive officers of the Reporting Person who is not also a director is
set forth below.
None
