UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _____)*
SALANT CORPORATION
(Name of Issuer)
Common Stock ($1.00 par value)
(Title of Class of Securities)
793897109
(CUSIP Number)
May 11, 1999
(Date of Event Which Requires Filing of this Statement)
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).
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
<PAGE>
SCHEDULE 13G
CUSIP No. 793897109
1 NAME OF REPORTING PERSON
High River Limited Partnership
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
1,807,898 Shares of Common Stock (1)
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
1,807,898 Shares of Common Stock (1)
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,807,898 Shares of Common Stock (1)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18% (1)
12 TYPE OF REPORTING PERSON
PN
- ----------
(1) Does not include shares owned by two master pension trust funds for which
affiliates of the Reporting Persons act as plan sponsors, which shares are
managed by an independent investment management firm unaffiliated with the
Reporting Persons.
<PAGE>
SCHEDULE 13G
CUSIP No. 793897109
1 NAME OF REPORTING PERSON
Riverdale LLC
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER 1,807,898 Shares of Common Stock (1)
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER 1,807,898 Shares of Common Stock (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18% (1)
12 TYPE OF REPORTING PERSON
OO
- ----------
(1) Does not include shares owned by two master pension trust funds for which
affiliates of the Reporting Persons act as plan sponsors, which shares are
managed by an independent investment management firm unaffiliated with the
Reporting Persons.
<PAGE>
SCHEDULE 13G
CUSIP No. 793897109
1 NAME OF REPORTING PERSON
Icahn, Carl C.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) /X/
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
1,807,898 Shares of Common Stock (1)
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER 1,807,898 Shares of Common Stock (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18% (1)
12 TYPE OF REPORTING PERSON
IN
- ----------
(1) Does not include shares owned by two master pension trust funds for which
affiliates of the Reporting Persons act as plan sponsors, which shares are
managed by an independent investment management firm unaffiliated with the
Reporting Persons.
<PAGE>
SCHEDULE 13G
ITEM 1
(a) Name of Issuer: Salant Corporation
(b) Address of Issuers Principal Executive Offices:
1114 Avenue of the Americas
New York, New York 10036
ITEM 2 Name, Address and Citizenship of Persons Filing
(a) - (c) The persons filing this statement are High River
Limited Partnership ("High River"), a Delaware
limited partnership, Riverdale LLC (Riverdale"), a
New York limited liability company and Carl C.
Icahn, a citizen of the United States of America
(collectively, the "Registrants"). The principal
business address and the address of the principal
office of the Registrants is 100 South Bedford
Road, Mount Kisco, New York 10549, with the
exception of Carl C. Icahn, whose address is c/o
Icahn Associates Corp., 767 Fifth Avenue, 47th
Floor, New York, New York 10153.
(d) Title of Class of Securities: Common Stock, par value
$1.00 per share
(e) CUSIP No.: 793897109
ITEM 3 If this statement is filed pursuant toss.ss.240.13d-1(b)
or 240.13d-2(b) or (c), check whether the person filing
is a:
(a) / / Broker or Dealer registered under section 15
of the Act (15 U.S.C. 78o).
(b) / / Bank as defined in Section 3(a)(6) of the Act (15
U.S.C. 78c).
(c) / / Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c).
(d) / / Investment Company registered under section 8
of the Investment Company Act of 1940 (15
U.S.C. 80a-8).
(e) / / An investment adviser in accordance with
ss. 240.13d-1(b)(1)(ii)(E);
(f) / / An employee benefit plan or endowment fund in
accordance with ss. 240.13d-1(b)(1)(ii)(F);
(g) / / A parent holding company or control person in
accordance with ss. 240.13d-1(b)(1)(ii)(G);
(h) / / A savings associations as defined in Section
3(b) of the Federal Deposit Insurance Act (12
U.S.C. 1813);
(i) / / A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) / / Group, in accordance with ss.240.13d-
1(b)(1)(ii)(J).
INAPPLICABLE
<PAGE>
ITEM 4 Ownership
Ownership as of the filing date:
As of the close of business on July 26, 1999, the Reporting Persons may be
deemed to beneficially own, in the aggregate, 1,807,898 shares of Common Stock,
representing approximately 18% of the Issuer's outstanding shares of Common
Stock (based upon the 10,000,000 shares of Common Stock stated to be outstanding
as of May 11, 1999 by the Issuer in the Issuer's Form 8-K filing, filed with the
Securities and Exchange Commission on May 26, 1999, File No. 0-2433).
High River has the sole power to vote and dispose of the 1,807,898 shares of
Common Stock beneficially owned by it. High River does not share the power to
vote or to direct the vote of, or the power to dispose or to direct the
disposition of, the Common Stock owned by it. However, Riverdale, as general
partner of High River, may be deemed, for purposes of determining beneficial
ownership pursuant to Rule 13d-3, to have the shared power with High River to
dispose or direct the disposition of, the 1,807,898 shares of Common Stock owned
by High River. Mr. Icahn, as the sole member of Riverdale, may be deemed, for
the purposes of determining beneficial ownership pursuant to Rule 13d-3, to have
the shared power with High River to dispose or direct the disposition of the
1,807,898 shares of Common Stock owned by High River.
The filing of this statement on Schedule 13G shall not be construed as an
admission that Mr. Icahn or Riverdale is for the purposes of section 13(d) or
13(g) of the Securities Exchange Act of 1934, as amended, the beneficial owner
of any of the 1,807,898 shares of Common Stock beneficially owned by High River.
The 1,807,898 shares of Common Stock which may be deemed to be beneficially
owned by the Reporting Persons does not include shares owned by two master
pension trust funds for which affiliates of the Reporting Persons act as plan
sponsors, which shares are managed by an independent investment management firm
unaffiliated with the Reporting Persons.
ITEM 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following. / /
INAPPLICABLE
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 or Control Person
INAPPLICABLE
ITEM 8 Identification and Classification of Members of the
Group
INAPPLICABLE
<PAGE>
ITEM 9 Notice of Dissolution of Group
INAPPLICABLE
ITEM 10 Certifications
By signing below, I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the knowledge and
belief of each of the undersigned, each of the undersigned certifies that the
information set forth in this statement on Schedule 13G is true, complete and
correct.
Dated: July 26, 1999
/s/ Carl C. Icahn
---------------------------------
Carl C. Icahn
RIVERDALE LLC
By: /s/ Carl C. Icahn
-----------------------------
Carl C. Icahn
Sole Member
HIGH RIVER LIMITED PARTNERSHIP
By: Riverdale LLC
By: /s/ Carl C. Icahn
----------------------------
Carl C. Icahn
Sole Member
(Signature page of Schedule 13G - Salant Corporation)
<PAGE>
EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange
Act of 1934, as amended, the persons named below agree to the joint filing on
behalf of each of them of a statement on Schedule 13G (including amendments
thereto) with respect to the Common Stock, par value $1.00 per share of Salant
Corporation and further agree that this Joint Filing Agreement be included as an
Exhibit to such joint filings. In evidence thereof, the undersigned, being duly
authorized, have executed this Joint Filing Agreement this 26th day of July,
1999.
By: /s/ Carl C. Icahn
Carl C. Icahn
RIVERDALE LLC
By: /s/ Carl C. Icahn
Carl C. Icahn
Sole Member
HIGH RIVER LIMITED PARTNERSHIP
By: Riverdale LLC
By: /s/ Carl C. Icahn
Carl C. Icahn
Sole Member
(Signature page of Schedule 13G - Joint Filing Agreement for
Salant Corporation)
