WET SEAL INC
SC 13D/A, 1999-05-07
WOMEN'S CLOTHING STORES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D
                                 (Rule 13d-101)

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
            TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
                                  RULE 13d-2(a)

                                (Amendment No.4)*



                               The Wet Seal, Inc.
                               __________________
                                (Name of Issuer)


                      Class A Common Stock, $0.10 par Value
                     _______________________________________
                         (Title of Class of Securities)

                                    961840105
                                ________________
                                 (CUSIP Number)

                                Irving Teitelbaum
                                 Suzy Shier Ltd.
                              1604 St. Regis Blvd.
                              Dorval, Quebec H9P1H6
                                 (514) 684-3651
               ___________________________________________________
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                 April 20, 1999
                     _______________________________________
                      (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  that is the subject of this  Schedule  13D, and is filing this
schedule  because of Rule  13d-1(e),  13d-1(f) or 13d-1(g),  check the following
box [ ].

Note:  Schedules  filed in paper format shall include a signed original and five
copies of the  schedule,  including  all  exhibits.  See Rule 13d-7(b) 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 disclosure
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 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).

                       (Continued on the following pages)
                               Page 1 of 18 Pages



<PAGE>


                                                              Page 2 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Gross-Teitelbaum Holdings, Inc.

2        Check the Appropriate Box If a Member of a Group*
                                                     a. [X] 
                                                     b. [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)        [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  815,573
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            815,573

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            815,573


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                                       [X]

13       Percent of Class Represented By Amount in Row (11)

                                    7.86%

14       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!





<PAGE>


                                                              Page 3 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Los Angeles Express Fashions, Inc.

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)             [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  1,300,000
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            1,300,000

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            1,300,000


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                                  [X]

13       Percent of Class Represented By Amount in Row (11)

                                    11.97%

14       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                              Page 4 of 18 Pages

                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Suzy Shier Equities Inc.

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  OO

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)                  [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  1,765,500
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            1,765,500

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            1,765,500


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                                       [X]

13       Percent of Class Represented By Amount in Row (11)

                                    16.00%

14       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                              Page 5 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Suzy Shier Ltd.

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  OO

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)             [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  58,000
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  1,920,500
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   58,000
    With
                           10       Shared Dispositive Power
                                            1,920,500

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            1,978,500


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                   [X]

13       Percent of Class Represented By Amount in Row (11)

                                    17.68%

14       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                              Page 6 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Stephen Gross Holdings Inc.

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)             [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  1,978,500
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            1,978,500

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            1,978,500


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                   [X]

13       Percent of Class Represented By Amount in Row (11)

                                    17.68%

14       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                              Page 7 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Stephen Gross

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)                  [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  1,978,500
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            1,978,500

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            1,978,500


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                  [X]

13       Percent of Class Represented By Amount in Row (11)

                                    17.68%

14       Type of Reporting Person*
                  IN


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                              Page 8 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Teitelbaum Holdings Inc.

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)             [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  2,794,073
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            2,794,073

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            2,794,073


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                                               [ ]


13       Percent of Class Represented By Amount in Row (11)

                                    23.27%

13       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                              Page 9 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  Irving Teitelbaum

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)                  [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  2,794,073
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            2,794,073

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            2,794,073


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                                       [ ]

13       Percent of Class Represented By Amount in Row (11)

                                    23.27%

14       Type of Reporting Person*
                  IN


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                             Page 10 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  La Senza Inc.

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)             [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  155,000
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            155,000

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            155,000


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                        [X]

13       Percent of Class Represented By Amount in Row (11)

                                    1.60%

14       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                             Page 11 of 18 Pages
                                  SCHEDULE 13D

CUSIP No. 961840105


1        Name of Reporting Person
         I.R.S. Identification No. of Above Persons (ENTITIES ONLY)

                  3254127 Canada Inc.

2        Check the Appropriate Box If a Member of a Group*
                                                     a.  [X]
                                                     b.  [ ]
3        SEC Use Only

4        Source of Funds*

                  Not Applicable

5        Check Box If Disclosure of Legal  Proceedings  Is Required  Pursuant to
         Items 2(d) or 2(e)              [ ]

6        Citizenship or Place of Organization

                  Canada

                           7        Sole Voting Power
 Number of                                  0
   Shares
Beneficially               8        Shared Voting Power
  Owned By                                  815,573
    Each
  Reporting                9        Sole Dispositive Power
   Person                                   0
    With
                           10       Shared Dispositive Power
                                            815,573

11       Aggregate Amount Beneficially Owned by Each Reporting Person
                                            815,573


12       Check Box If the Aggregate Amount in Row (11) Excludes Certain
         Shares*                             [X]

13       Percent of Class Represented By Amount in Row (11)

                                    7.86%

14       Type of Reporting Person*
                  CO


                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>


                                                             Page 12 of 18 Pages



                  This  Amendment  No. 4 to  Schedule  13D  relates to shares of
Class A Common Stock,  $0.10 par value per share (the "Class A Shares"),  of The
Wet Seal, Inc. (the "Issuer").  This Amendment No. 4  supplementally  amends the
Initial  Statement  on Schedule  13D dated  August 21,  1995 and all  subsequent
amendments  thereto  (collectively,   the  "Initial  Statement")  filed  by  the
Reporting  Persons.  This  Amendment No. 4 on Schedule 13D is being filed by the
Reporting  Persons to report the  recent  transactions  in Class A Shares of the
Issuer as a result of which the number of Class A Shares of which certain of the
Reporting Persons may be deemed the beneficial owner of has changed by more than
one percent of the total number of outstanding Class A Shares. Capitalized terms
used but not  defined  herein  shall have the  meanings  ascribed to them in the
Initial Statement. The Initial Statement is supplementally amended as follows.

Item 1.  Security and Issuer.

                  This Statement  relates to the Class A Shares.  The address of
the principal executive offices of the Issuer is 26972 Burbank,  Foothill Ranch,
California, 93610.

Item 2.  Identity and Background.

                  This  Statement  is  being  filed  on  behalf  of  each of the
following persons (collectively, the "Reporting Persons"):
                           (i)     Gross-Teitelbaum Holdings Inc. ("GTHI"),
                           (ii)    Los Angeles Express Fashions, Inc. ("LA"),
                           (iii)   Suzy Shier Equities Inc.,
                           (iv)    Suzy Shier Ltd. ("Suzy Shier Ltd."),
                           (v)     Stephen Gross Holdings Inc. ("SGHI "),
                           (vi)    Stephen Gross ("Mr. Gross"),
                           (vii)   Teitelbaum Holdings Inc. ("THI"),
                           (viii)  Irving Teitelbaum ("Mr. Teitelbaum"),
                           (ix)    La Senza Inc. ("La Senza") and
                           (x)     3254127 Canada Inc. ("3254127").

                  On April 20, 1999, La Senza transferred 244,500 Class A Shares
to a wholly-owned subsidiary of its parent, Suzy Shier Ltd. These Class A Shares
were  subsequently  transferred,  upon liquidation of such  subsidiary,  to Suzy
Shier  Ltd,  which  then  transferred  186,500  of such  Class A  Shares  to its
wholly-owned subsidiary, Suzy Shier Equities.

                  During the past five years,  none of the Reporting Persons and
to the best of the Reporting Persons' knowledge,  any other person identified in
response to this Item 2 has been (a) convicted in a criminal proceeding,  or (b)
been a party to any civil proceeding as a result of which he has been 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.

                  Suzy Shier Equities issued 100 shares of its common stock, and
the wholly-owned  subsidiary of Suzy Shier Ltd. issued 15,611,190 class F shares
of its capital stock as  consideration  for the  securities  reported  herein as
being  acquired  by each of them since  March 8, 1999 (60 days prior to the date
hereof).

                  The Class A Shares (and securities derivative thereof) held by
the  Reporting  Persons for the  account(s) of La Senza,  Suzy Shier Ltd.,  Suzy
Shier Equities,  LA and 3254127 may be held through margin  accounts  maintained
with  brokers,  which extend margin credit as and when required to open or carry
positions  in their  margin  accounts,  subject  to  applicable  federal  margin
regulations, stock exchange rules and such firm's credit  policies. The Class A


<PAGE>


                                                             Page 13 of 18 Pages



Shares  (and  securities  derivative  thereof)  which may be held in the  margin
accounts are pledged as collateral  security for the repayment of debit balances
in the respective accounts.

Item 4.  Purpose of Transaction.

                  Neither  the  Reporting  Persons  nor,  to the  best of  their
knowledge,  any of the other  individuals  identified in response to Item 2, has
any present  plans or  proposals  that  relate to or would  result in any of the
transactions  described in  subparagraphs  (a) through (j) of Item 4 of Schedule
13D.

                  In addition,  as directors of the Issuer,  Mr.  Teitelbaum and
Mr.  Gross may have  influence  over the  corporate  activities  of the  Issuer,
including  as may relate to  transactions  described  in Item (a) through (j) of
Item 4.

                  Notwithstanding  the foregoing,  the Reporting Persons reserve
the right to acquire,  or cause to be  acquired,  additional  securities  of the
Issuer,  to dispose,  or cause to be disposed of, such securities at any time or
to formulate other purposes,  plans or proposals  regarding the Issuer or any of
its securities,  or to propose or take any action as described in  subparagraphs
(a) through (j) of Item 4 of Schedule  13D, to the extent  deemed  advisable  in
light of general  investment  and  trading  policies of the  Reporting  Persons,
market conditions or other factors.

Item 5.           Interest in Securities of the Issuer.

                  (a)  (i)      GTHI and  3254127  may be deemed the  beneficial
owner of  815,573  Class A Shares  (approximately  7.86% of the total  number of
Class A Shares outstanding assuming conversion of 815,573 Class B Shares).  This
number consists of 815,573 Class B Shares held for the account of 3254127.

                       (ii)     LA  may  be  deemed  the  beneficial   owner  of
1,300,000  Class A Shares  (approximately  11.97% of the total number of Class A
Shares outstanding assuming conversion of 1,300,000 Class B Shares). This number
consists of 1,300,000 Class B Shares held for its account.

                       (iii)    Suzy Shier Equities may be deemed the beneficial
owner of 1,765,500 Class A Shares  (approximately  16.00% of the total number of
Class A Shares  outstanding  assuming  conversion of 1,475,000  Class B Shares).
This number  consists of (1) 290,500  Class A Shares and 175,000  Class B Shares
held for its  account and (2)  1,300,000  Class B Shares held for the account of
LA.

                        (iv)    Suzy  Shier  Ltd.,  SGHI  and Mr.  Gross  may be
deemed the beneficial owner of 1,978,500 Class A Shares (approximately 17.68% of
the total number of Class A Shares outstanding  assuming conversion of 1,630,000
Class B Shares). This number consists of (1) 155,000 Class B Shares held for the
account of La Senza,  (2) 290,500 Class A Shares and 175,000 Class B Shares held
for the account of Suzy Shier  Equities,  (3) 1,300,000  Class B Shares held for
the  account of LA and (4) 58,000  Class A Shares  held for the  account of Suzy
Shier Ltd.

                        (v)     THI  may  be  deemed  the  beneficial  owner  of
2,794,073  Class A Shares  (approximately  23.27% of the total number of Class A
Shares  outstanding  assuming  conversion  of  2,445,573  Class B Shares ). This
number  consists of (1) 155,000 Class B Shares held for the account of La Senza,
(2) 290,500  Class A Shares and  175,000  Class B Shares held for the account of
Suzy Shier  Equities,  (3) 1,300,000  Class B Shares held for the account of LA,
(4) 815,573  Class B Shares held for the account of 3254127 and (5) 58,000 Class
A Shares held for the account of Suzy Shier Ltd.

                        (vi)    Mr.  Teitelbaum  may be  deemed  the  beneficial
owner of 2,794,073 Class A Shares  (approximately  23.27% of the total number of
Class A Shares  outstanding  assuming  conversion of 2,445,573 Class B Shares ).
This number  consists  of (1) 155,000  Class B Shares held for the account of La



<PAGE>


                                                             Page 14 of 18 Pages



Senza,  (2)  290,500  Class A Shares  and  175,000  Class B Shares  held for the
account  of Suzy  Shier  Equities,  (3)  1,300,000  Class B Shares  held for the
account of LA, (4) 815,573  Class B Shares held for the account of 3254127,  and
(5) 58,000 Class A Shares held for the account of Suzy Shier Ltd.

                        First Canada Management  Consultants Limited, a Canadian
company wholly owned by Teitelbaum Investments Ltd., a Canadian company of which
Mr.  Teitelbaum is the majority  shareholder,  holds options to acquire  160,000
Class A Shares,  which  options vest in  increments  of 40,000 Class A Shares on
August 20th of the years 1999 through 2002.

                        (vii)   La Senza may be deemed the  beneficial  owner of
155,000  Class A Shares  (approximately  1.60% of the  total  number  of Class A
Shares outstanding  assuming conversion of 155,000 Class B Shares).  This number
consists of 155,000 Class B Shares held for its account.

                  (b)   (i)     Each of Suzy Shier Ltd.,  SGHI,  Mr. Gross,  THI
and Mr.  Teitelbaum  may be deemed to have shared power to direct the voting and
disposition of the 155,000 Class A Shares (and securities  derivative  thereof),
held for the account of La Senza.

                        (ii)    Each of Suzy Shier  Equities,  Suzy Shier  Ltd.,
SGHI,  Mr. Gross,  THI and Mr.  Teitelbaum may be deemed to have shared power to
direct  the  voting  and  disposition  of the  1,300,000  Class  A  Shares  (and
securities derivative thereof), held for the account of LA.

                        (iii)   Each of Suzy Shier Ltd.,  SGHI,  Mr. Gross,  THI
and Mr.  Teitelbaum  may be deemed to have shared power to direct the voting and
disposition of the 465,500 Class A Shares (and securities  derivative  thereof),
held for the account of Suzy Shier Equities.

                        (iv)    Each of  GTHI,  THI and  Mr.  Teitelbaum  may be
deemed to have shared power to direct the voting and  disposition of the 815,573
Class A Shares  (and  securities  derivative  thereof),  held for the account of
3254127.

                        (v)     Each of SGHI, Mr. Gross, THI and Mr.  Teitelbaum
may be deemed to have shared power to direct the voting and  disposition  of the
58,000 Class A Shares held for the account of Suzy Shier Ltd.

                        (vi)    Suzy Shier Ltd. may be deemed to have sole power
to  direct  the  voting  and  disposition  of the  58,000  Class A  Shares  (and
securities derivative thereof), held for its account.

                  (c)   Except  for  the  transactions  disclosed  in Item 2 and
Annex A hereto,  there  have been no  transactions  with  respect to the Class A
Shares  since  March 8, 1999 (60 days  prior to the date  hereof)  by any of the
Reporting Persons.

                  (d)   (i)     The   shareholders  of  LA  have  the  right  to
participate in the receipt of dividends  from, or proceeds from the sale of, the
Class A Shares (and  securities  derivative  thereof),  held by LA in accordance
with their ownership interests in LA.

                        (ii)    The  shareholders  of La Senza have the right to
participate in the receipt of dividends  from, or proceeds from the sale of, the
Class  A  Shares  (and  securities  derivative  thereof),  held by La  Senza  in
accordance with their ownership interests in La Senza.

                        (iii)   The shareholders of Suzy Shier Equities have the
right to participate in the receipt of dividends from, or proceeds from the sale
of, the Class A Shares (and securities  derivative thereof),  held by Suzy Shier
Equities in accordance with their ownership interests in Suzy Shier Equities.



<PAGE>


                                                             Page 15 of 18 Pages



                        (iv)    The  shareholders  of 3254127  have the right to
participate in the receipt of dividends  from, or proceeds from the sale of, the
Class  A  Shares  (and  securities  derivative  thereof),  held  by  3254127  in
accordance with their ownership interests in 3254127.

                        (v)     The  shareholders  of Suzy Shier  Ltd.  have the
right to participate in the receipt of dividends from, or proceeds from the sale
of, the Class A Shares (and securities  derivative thereof),  held by Suzy Shier
Ltd. in accordance with their ownership interests in Suzy Shier Ltd.

                  (e)   Not applicable.

                  With reference to the information set forth above, this filing
shall not be deemed an admission  that the Reporting  Persons are the beneficial
owners of any securities of the Issuer which are not directly held by them.


<PAGE>


                                                             Page 16 of 18 Pages



                                   SIGNATURES

         After  reasonable  inquiry and to the best of my knowledge  and belief,
the  undersigned  certifies that the  information set forth in this statement is
true, complete and correct.


Date:  May 7, 1999                  GROSS-TEITELBAUM HOLDINGS INC.


                                    By: /S/ I. TEITELBAUM
                                        ----------------------------------------
                                        Name:    I. Teitelbaum
                                        Title:   Secretary


                                    LOS ANGELES EXPRESS FASHIONS, INC.


                                    By: /S/ I. TEITELBAUM
                                        ----------------------------------------
                                        Name:    I. Teitelbaum
                                        Title:   Secretary



                                    SUZY SHIER EQUITIES INC.


                                    By: /S/ I. TEITELBAUM
                                        ----------------------------------------
                                        Name:    I. Teitelbaum
                                        Title:   President


                                    SUZY SHIER LTD.


                                    By: /S/ I. TEITELBAUM
                                        ----------------------------------------
                                        Name:    I. Teitelbaum
                                        Title:   Chairman and CEO





<PAGE>


                                                             Page 17 of 18 Pages




                                    STEPHEN GROSS HOLDINGS INC.


                                    By: /S/ STEPHEN GROSS
                                        ----------------------------------------
                                        Name:    Stephen Gross
                                        Title:   Secretary


                                    STEPHEN GROSS


                                    /S/ STEPHEN GROSS
                                    --------------------------------------------



                                    TEITELBAUM HOLDINGS INC.


                                    By: /S/ I. TEITELBAUM
                                        ----------------------------------------
                                        Name:    I. Teitelbaum
                                        Title:   Secretary



                                    IRVING TEITELBAUM


                                    /S/ IRVING TEITELBAUM
                                    --------------------------------------------

                                    LA SENZA INC.


                                    By: /S/ I. TEITELBAUM
                                        ----------------------------------------
                                        Name:    I. Teitelbaum
                                        Title:   Chairman and CEO


                                    3254127 CANADA INC.


                                    By: /S/ I. TEITELBAUM
                                        ----------------------------------------
                                        Name:    I. Teitelbaum
                                        Title:   President



<PAGE>


                                                             Page 18 of 18 Pages

<TABLE>
<CAPTION>

                                                          ANNEX A

                                    RECENT TRANSACTIONS IN THE CLASS A COMMON STOCK OF
                                                     THE WET SEAL INC.



<S>                                       <C>                  <C>                   <C>                 <C>    

                                            Date of             Nature of            Number of           Price Per
For the Account of                        Transaction          Transaction            Shares              Share
- ------------------                        -----------          -----------            ------              -----         
First Canada Management                     4/28/99                SALE               20,000             $42.969
Consultants Limited

                                            4/29/99                SALE                5,000             $40.875


                                            4/30/99                SALE               15,000             $40.625



</TABLE>



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