UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
CELADON GROUP, INC.
----------------------------
(Name of Issuer)
Common Stock, $.033 Par Value
-------------------------------
(Title of Class of Securities)
150838-10-0
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(CUSIP Number)
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)
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).
Continued on following page(s)
Page 1 of 5 Pages
Exhibit Index: None
<PAGE>
SCHEDULE 13G
CUSIP No. 150838-10-0 Page 2 of 5 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
LEONARD R. BENNETT
S.S. #: ###-##-####
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [_]
3 SEC Use Only
4 Citizenship or Place of Organization
United States
5 Sole Voting Power
Number of 0
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 0
With
8 Shared Dispositive Power
0
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)
0%
12 Type of Reporting Person*
IN
<PAGE>
Page 3
Item 1(a) Name of Issuer:
Celadon Group, Inc. (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
9503 East 33rd Street, One Celadon Drive, Indianapolis, Indiana
46236-4207.
Item 2(a) Name of Person Filing:
This statement is filed on behalf of Mr. Leonard R. Bennett (the
"Reporting Person").
Item 2(b) Address of Principal Business Office or, if none, Residence:
The address of the principal business office of the Reporting
Person is 2000 Glades Road, Suite 312, Boca Raton, Florida 33431.
Item 2(c) Citizenship:
The Reporting Person is a citizen of the United States.
Item 2(d) Title of Class of Securities:
Common Stock, $.033 par value (the "Shares").
Item 2(e) CUSIP Number:
150838-10-0
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person filing is a:
This Item 3 is not applicable.
Item 4. Ownership:
(a) Amount Beneficially Owned:
On July 3, 1996, the Reporting Person sold all of the Shares
which he previously beneficially owned and as of this same date
ceased to be the beneficial owner of any Shares.
(b) Percent of Class:
The number of Shares beneficially owned by the Reporting Person
constitutes 0% of the total number of Shares outstanding.
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Page 4
(c) Number of shares as to which such person has:
(i) sole power to vote or to
direct the vote: 0
(ii) shared power to vote or
to direct the vote: 0
(iii) sole power to dispose or
to direct the disposition of: 0
(iv) shared power to dispose or
to direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class:
On July 3, 1996, the Reporting Person sold all of the Shares
which he previously beneficially owned and as of this same date
ceased to be the beneficial owner of any Shares.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
This Item 6 is not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported On by the Parent Holding
Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
This Item 10 is not applicable.
<PAGE>
Page 5
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.
Dated: September 30, 1996 /S/ LEONARD R. BENNETT
--------------------------------------------
Leonard R. Bennett