SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Salem Corporation
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(Name of Issuer)
Common Stock, $0.50 par value
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(Title of Class of Securities)
79409910
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(CUSIP Number)
Richard H. Rowe
1233 - 20th Street, N.W., Washington, D.C. 20036 (202) 416-6820
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 5, 1995
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(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 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 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.)
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 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 but shall be subject
to all other provisions of the Act (however, see the Notes).
CUSIP No. 79409910 13D Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George H. Heyman, Jr., as Voting Trustee
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUND*
NA
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
917,633
8 SHARED VOTING POWER
9 SOLE DISPOSITIVE POWER
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
917,633
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
49.2%
14 TYPE OF REPORTING PERSON*
IN
CUSIP No. 79409910 13D Page 3 of 4 Pages
This Amendment amends Item 4
Item 4. Purpose of Transaction
By order dated June 30, 1995, filed in the Clerk's
Office July 5, 1995, the Court provided that:
George Heyman, Jr., the court appointed
Trustee in the Final Judgment entered herein on
December 29, 1993, has asked for guidance on the
construction of the Court's March 2, 1994 Trust
Order. The question arises in connection with the
potential sale of Salem Corporation ("Salem"), a
public company that was controlled by defendant
Victor Posner at the time judgment was entered.
It is hereby
ORDERED, that as to Salem, and with respect
to all proposed transactions that require
shareholder approval, including but not limited to
mergers, sales of substantially all of the
company's assets and all other extraordinary
transactions:
a. The Trustee has, in all cases, the right
and the duty to vote Victor Posner's shares
proportionately, which Victor Posner may not
question;
b. Victor Posner is under a duty not to
instruct, question, or otherwise interfere with
the Trustee's proportionate voting of his shares;
and
c. Victor Posner continues to retain the
right to bid for himself or to make his own offer
with respect to any such transaction.
Signature
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this Statement, as amended, is true, complete and correct.
Date: July 10, 1995
Signature: /s/ George H. Heyman, Jr.
Name/Title: George H. Heyman, Jr.,
as Voting Trustee
Page 4 of 4 Pages
