<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------------
SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. __)1
CYRK, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
232817 10 6
- --------------------------------------------------------------------------------
(CUSIP Number)
1 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 the disclosures provided in a prior cover page.
The information required in 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).
<PAGE> 2
CUSIP No. 232817 10 6 13G Page 2 of 7 Pages
- --------------------------------------------------------------------------------
1. NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
ERIC STANTON
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b) [ ]
The information set forth in Items 4 and 6 of this Schedule 13G
is hereby incorporated by reference herein.
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
- --------------------------------------------------------------------------------
5. SOLE VOTING POWER: 920,069
NUMBER OF The information set forth in Items 4 and 6 of
SHARES this Schedule 13G is hereby incorporated by
BENEFICIALLY reference herein.
OWNED BY
EACH
REPORTING
PERSON WITH
---------------------------------------------------
6. SHARED VOTING POWER: 4,393,138
The information set forth in
Items 4 and 6 of this Schedule
13G is hereby incorporated by
reference herein.
---------------------------------------------------
7. SOLE DISPOSITIVE POWER: 920,069
The information set forth in
Items 4 and 6 of this Schedule
13G is hereby incorporated by
reference herein.
---------------------------------------------------
8. SHARED DISPOSITIVE POWER: 0 The
information set forth in Items 4
and 6 of this Schedule 13G is
hereby incorporated by reference
herein.
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 920,069
The information set forth in Items 4 and 6 of this Schedule 13G
is hereby incorporated by reference herein.
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
N/A
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:
APPROXIMATELY 6.7%
The information set forth in Items 4 and 6 of this Schedule 13G
is hereby incorporated by reference herein.
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON*: IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE> 3
Page 3 of 7 Pages
ITEM 1(a). NAME OF ISSUER:
Cyrk, Inc.
------------------------------------------------------
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
Cyrk, Inc.
3 Pond Road
Gloucester, MA 01930
------------------------------------------------------
ITEM 2(a). NAME OF PERSON FILING:
Eric Stanton
------------------------------------------------------
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE:
Simon Marketing, Inc.
3rd Floor
Evergo House
38 Gloucester Road
Wanchai
Hong Kong
------------------------------------------------------
ITEM 2(c). CITIZENSHIP:
United States
------------------------------------------------------
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
common stock, par value $.01 per share
("Cyrk Stock")
------------------------------------------------------
ITEM 2(e). CUSIP NUMBER:
232817 10 6
------------------------------------------------------
<PAGE> 4
Page 4 of 7 Pages
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES
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) [ ] 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 13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding company, in accordance with Rule
13d-1(b)(ii)(G); see Item 7,
(h) [X] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
ITEM 4. OWNERSHIP.
If the percent of the class owned, as of December 31 of the year covered
by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a
right to acquire.
(a) Amount Beneficially Owned: 920,069
(b) Percent of Class: approximately 6.7%
<PAGE> 5
Page 5 of 7 Pages
(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote:
920,069
(ii) Shared power to vote or to direct the vote:
4,393,138
(iii) Sole power to dispose or to direct the disposition of:
920,069
(iv) Shared power to dispose or to direct the disposition of:
0
Pursuant to the closing on June 9, 1997 of that certain
Agreement and Plan of Merger, dated as of May 7, 1997, by and
among Cyrk, Inc., SMI Merger, Inc., Simon Marketing, Inc., Allan
Brown and Eric Stanton (the "Agreement"), among other things,
Eric Stanton received 920,069 shares of Cyrk Stock (the
"Shares"). The full text of the Agreement (without exhibits) was
filed as Exhibit A to that certain Schedule 13D filed by Eric
Stanton on June 19, 1997 and was incorporated therein by
reference.
On July 21, 1997, Mr. Stanton transferred the Shares to the Eric
Stanton Self-Declaration of Revocable Trust as to which Mr.
Stanton is the settlor and sole trustee and over which Mr.
Stanton exercises sole investment control and possesses full
revocation rights.
As a party to that certain Shareholders Agreement entered into
as of June 9, 1997 by and among Cyrk, Inc., Allan Brown, Eric
Stanton, Gregory Shlopak and Patrick Brady (the "Shareholders
Agreement"), Mr. Stanton has shared voting power equal to
4,393,138 shares of Cyrk Stock with respect to the election of
certain directors of Cyrk, Inc. and may be deemed to be a member
of a "group" for the purposes of Section 13(d)(3) of the
Securities Exchange
<PAGE> 6
Page 6 of 7 Pages
Act of 1934, as amended. The full text of the Shareholders
Agreement was filed as Exhibit B to that certain Schedule 13D
filed by Eric Stanton on June 19, 1997 and was incorporated
therein by reference.
Mr. Stanton expressly disclaims beneficial ownership of any
shares of Cyrk Stock except the Shares as to which he possesses
sole voting and dispositive power.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT
HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
The information set forth in Item 4 of this
Schedule 13G is hereby incorporated by
reference herein.
The group includes Allan Brown, Eric
Stanton, Gregory Shlopak and Patrick Brady,
each in his individual capacity.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. Certification.
Not applicable.
<PAGE> 7
Page 7 of 7 Pages
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.
FEBRUARY 12, 1998
--------------------------------------
(Date)
/S/ ERIC STANTON
--------------------------------------
(Signature)
ERIC STANTON
--------------------------------------
(Name/Title)
