SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Golf Training Systems, Inc.
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(NAME OF ISSUER)
Common Stock, par value $.01 per share
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(TITLE OF CLASS OF SECURITIES)
38168F-104
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(CUSIP NUMBER)
Gary P. Kreider, Esq.
Keating, Muething & Klekamp, P.L.L.
One East Fourth Street, 18th Floor
Cincinnati, Ohio 45202
(513) 579-6411
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(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
July 21, 1997
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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. [ ]
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CUSIP NO. 38168F-104 13D PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
John Howard Laeri, Jr.
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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 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen
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7 SOLE VOTING POWER
NUMBER OF 180,500
SHARES ------- -------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH ------- -------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 180,500
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10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
180,500
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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ITEM 1. SECURITY AND ISSUER.
This Schedule 13D relates to common stock, par value $.01 per share,
of Golf Training Systems, Inc., a Delaware corporation. The address of Golf
Training Systems is 3400 Corporate Way, Suite G, Duluth, Georgia 30136.
ITEM 2. IDENTITY AND BACKGROUND.
(a) John H. Laeri, Jr.
(b) Meadowcroft Associates, Inc., 9 Burr Road, Westport, Connecticut
06880- 4220
(c) John H. Laeri, Jr. is the Chairman and a Managing Director of
Meadowcroft Associates, Inc. He spent 32 years on Wall Street
before founding MAI and has been involved in all phases of
investment banking including research, capital raising, mergers
and acquisitions and corporate reorganizations. He has served as
Managing Director of The First Boston Corporation and Vice
Chairman of Donaldson, Lufkin & Jenrette. He is a graduate of
Williams College and served in the United States Marine Corps
Reserve for six years. In early 1982, Mr. Laeri established the
reorganization group at The First Boston Corporation and built it
into the largest such group on Wall Street. From 1982 to 1990,
the reorganization group, which specializes in advising corporate
debtors and creditors in restructuring financial obligations and
in reorganizing entities that have filed for bankruptcy, handled
more than 60 restructuring assignments. Mr. Laeri is currently
Chairman of the UNR Asbestos-Disease Claims Trust and a Trustee
of the Celotex Asbestos Settlement Trust.
(d) John H. Laeri, Jr., during the last five years, has not been
convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
(e) John H. Laeri, Jr., during the last five years, has not been a
party to a civil proceeding of a judicial or administrative body
of competent jurisdiction which resulted in Mr. Laeri being at
any time subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any
violation with respect to such laws.
(f) United States citizen.
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ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Since April 11, 1997, Mr. Laeri has purchased 180,500 shares of Golf
Training Systems Common Stock for $237,109.50. The funds were obtained through
Mr. Laeri's self-directed IRA rollover account, of which Mr. Laeri is the sole
beneficiary.
ITEM 4. PURPOSE OF TRANSACTION.
Mr. Laeri considers his beneficial ownership of Golf Training
Systems Common Stock as an investment which he will continue to evaluate. From
time to time, Mr. Laeri may acquire additional shares of Common Stock or other
equity securities of Golf Training Systems or dispose of some or all of the
securities which he beneficially owns. Mr. Laeri intends to review his
investment in Golf Training Systems on a continuing basis and may change his
plans depending upon future developments.
Mr. Laeri is not a director or officer of Golf Training Systems and
does not participate in the management of Golf Training Systems.
Other than as stated above, Mr. Laeri has no plans or proposals
which relate to or would result in:
(a) The acquisition by any person of additional securities of Golf
Training Systems, or the disposition of securities of Golf
Training Systems;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving Golf Training Systems or
any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of Golf
Training Systems or of any of its subsidiaries;
(d) Any change in the present board of directors or management of
Golf Training Systems, including any plans or proposals to change
the number or term of directors or to fill any existing vacancies
on the board;
(e) Any material change in the present capitalization or dividend
policy of Golf Training Systems;
(f) Any other material change in Golf Training Systems' business or
corporate structure;
(g) Changes in Golf Training Systems' charter, bylaws or instruments
corre sponding thereto or other actions which may impede the
acquisition of control of Golf Training Systems by any person;
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(h) Causing a class of securities of Golf Training Systems to be
delisted from a national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system of a
registered national securities association;
(i) A class of equity securities of Golf Training Systems becoming
eligible for termination of registration pursuant to Section
12(g)(4) of the Securities Act of 1934; or
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
(a) Mr. Laeri is the beneficial owner of 180,500 shares of Common
Stock of Golf Training Systems which constitutes 5.2% of such
stock outstanding based on the Issuer's Form 10-QSB for the
quarter ended March 31, 1997.
(b) Mr. Laeri has the sole power to vote and dispose of the Common
Stock.
(c) All of the following trades were made through market transactions
in the last 60 days:
Date Purchase or Share Number of Shares Price Per Share
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06/05/97 Purchase 2,000 $ 1 3/8
06/05/97 Purchase 3,000 1 7/16
06/10/97 Purchase 5,000 1 5/16
06/12/97 Purchase 5,000 1 1/4
06/13/97 Purchase 5,000 1 5/16
06/27/97 Purchase 5,000 1 1/4
06/30/97 Purchase 3,000 1 1/4
06/30/97 Purchase 2,000 1 1/8
07/01/97 Purchase 5,000 1 1/4
07/10/97 Purchase 5,000 1 3/16
07/11/97 Purchase 5,000 1 5/32
07/16/97 Purchase 2,000 1 7/32
07/16/97 Purchase 3,000 1 1/4
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Date Purchase or Share Number of Shares Price Per Share
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07/17/97 Purchase 5,000 1 5/16
07/21/97 Purchase 2,500 1 3/16
07/21/97 Purchase 2,500 1 5/16
07/22/97 Purchase 2,000 1 3/16
07/22/97 Purchase 3,000 1 3/16
(d) None.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Power of Attorney
Dated: July 29, 1997 /s/John H. Laeri, Jr.
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John H. Laeri, Jr.
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EXHIBIT 4
POWER OF ATTORNEY
I, JOHN H. LAERI, JR., hereby appoint KEVIN E. IRWIN and GARY P. KREIDER,
or either of them, as my true and lawful attorney-in-fact to sign on my behalf
and to file with the Securities and Exchange Commission any schedules or other
filings or amendments thereto made by me pursuant to Section 13(d) of the
Securities Exchange Act of 1934.
IN WITNESS WHEREOF, I have hereunto set my hand this 29th day of
July, 1997.
/s/John H. Laeri, Jr.
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JOHN H. LAERI, JR.
