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Page 1 of 7 Pages
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_________________________
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULES 13d-1(b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b)
(Amendment No. 5)
The Bon-Ton Stores, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
09776J 10 1
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(CUSIP NUMBER)
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CUSIP No. 09776J 10 1 Page 2 of 7 Pages
1. NAME OF REPORTING PERSONS: M. Thomas Grumbacher
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
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NUMBER OF 5. SOLE VOTING POWER 3,794,083
SHARES --------------------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER 1,077,464
OWNED BY --------------------------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER 3,794,083
PERSON WITH --------------------------------------------------------------
8. SHARES DISPOSITIVE POWER 1,077,464
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,871,547
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ]
CERTAIN SHARES*
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 32.0%
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12. TYPE OF REPORTING PERSON* IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 09776J 10 1 Page 3 of 7 Pages
ITEM 1(A). NAME OF ISSUER:
The Bon-Ton Stores, Inc.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
2801 E. Market Street
York, PA 17402
ITEM 2(A). NAME OF PERSON FILING:
M. Thomas Grumbacher
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The Bon-Ton Stores, Inc.
2801 E. Market Street
York PA 17402
ITEM 2(C). CITIZENSHIP:
United States of America
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(E). CUSIP NUMBER:
09776J 10 1
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A: Not Applicable
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CUSIP No. 09776J 10 1 Page 4 of 7 Pages
(a) [ ] Broker or dealer registered under Section 15 of the
Exchange Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Exchange Act;
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Exchange Act;
(e) [ ] Investment Adviser in accordance with Rule 13d-
1(b)(1)(ii)(E);
(f) [ ] Employee Benefit Plan or Endowment Fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] Parent Holding Company or Control Person in accordance
with Rule 13d-1(b)(ii)(G);
(h) [ ] Saving Association as defined in Section 3(b) of The
Federal Deposit Insurance Act;
(i) [ ] Church Plan that is excluded from the definition of an
Investment Company under Section 3(c)(14) of the
Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. [ ]
ITEM 4. OWNERSHIP.
(a) Amount beneficially owned: 4,871,547
(b) Percent of Class: 32.0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: 3,794,083
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CUSIP No. 09776J 10 1 Page 5 of 7 Pages
(ii) Shared power to vote or to direct the vote: 1,077,464
(iii) Sole power to dispose or direct the disposition of: 3,794,083
(iv) Shared power to dispose or to direct the disposition of:
1,077,464
M. Thomas Grumbacher beneficially owns 4,871,547 shares of the Issuer's
Common Stock, $.01 par value ("Common Stock"), representing 32.0% of the Common
Stock, as calculated in accordance with Rule 13d-3(d)(1). Specifically, Mr.
Grumbacher beneficially owns 1,387,830 shares of Common Stock and 2,406,253
shares of the Issuer's Class A Common Stock, $.01 par value ("Class A Common
Stock"). Mr. Grumbacher also beneficially owns 321,504 shares of Common Stock
and 545,237 shares of Class A Common Stock as a result of the capacity of his
spouse, Nancy T. Grumbacher ("Nancy T. Grumbacher"), as co-trustee of three
trusts created under an Indenture of Trust of M. Thomas Grumbacher dated March
9, 1989 (the "1989 Trusts"), and beneficially owns 24,950 shares of Common Stock
as a result of the capacity of Nancy T. Grumbacher as co-trustee of three trusts
created under an Indenture of Trust of M. Thomas Grumbacher dated June 21, 1993
(the "1993 Trusts"). Each of the 1989 Trusts and the 1993 Trusts is created for
the benefit of one of Mr. Grumbacher's three adult children. The 1989 Trusts and
the 1993 Trusts are hereinafter collectively referred to as the "Trusts."
Mr. Grumbacher also beneficially owns 185,773 shares of Common Stock in his
capacity as a director of a charitable foundation (the "Foundation") which owns
185,773 shares of Common Stock.
Each share of Class A Common Stock is convertible, at the option of its
holder, into one share of Common Stock. Assuming the conversion of all shares of
Class A Common Stock listed above, Mr. Grumbacher has the sole power to vote and
to dispose of, or to direct the vote and disposal of, 3,794,083 shares of Common
Stock, and has shared power to direct the vote and disposal of 1,077,464 shares
of Common Stock held by the Trusts and the Foundation.
Mr. Grumbacher disclaims beneficial ownership of all shares of Common Stock
and Class A Common Stock owned by each of the 1989 Trusts and all shares of
Common Stock owned by each of the 1993 Trusts and the Foundation.
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: [ ]
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CUSIP No. 09776J 10 1 Page 6 of 7 Pages
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
The 1989 Trusts have the right to receive dividends and the proceeds from
the sale of the shares of Common Stock and Class A Common Stock held by each
such trust. Nancy T. Grumbacher is co-trustee of each of the 1989 Trusts and
shares the power to direct the receipt of dividends and the proceeds from the
sale of the shares of Common Stock and Class A Common Stock held by each such
trust with co-trustees, David R. Glyn and Henry F. Miller. The 1993 Trusts have
the right to receive dividends and the proceeds from the sale of the shares of
Common Stock held by each such trust. Nancy T. Grumbacher is co-trustee of each
of the 1993 Trusts and shares the power to direct the receipt of dividends and
the proceeds from the sale of the shares of Common Stock held by each such trust
with a co-trustee, Henry F. Miller. The Foundation also has the right to receive
dividends and the proceeds from the sale of the shares of Common Stock held by
the Foundation. Mr. Grumbacher is one of three directors of the Foundation and
shares the power to direct the receipt of dividends and the proceeds from the
sale of the shares of Common Stock held by the Foundation with the other
directors of the Foundation, Nancy T. Grumbacher and David J. Kaufman.
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.
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATION.
Not Applicable
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CUSIP No. 09776J 10 1 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.
March 8, 1999
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(Date)
/s/ M. Thomas Grumbacher
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(Signature)
M. Thomas Grumbacher
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(Name/Title)