<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Amendment No. 7)*
Under the Securities Exchange Act of 1934
THE MEN'S WEARHOUSE, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
587118100
- --------------------------------------------------------------------------------
(CUSIP Number)
DECEMBER 31, 1999
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
*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).
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CUSIP NO. 587118100 13 G Page 2 of 6 Pages
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
1 GEORGE ZIMMER 1988 LIVING TRUST
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 4,096,983 shares(1)
OWNED
BY EACH 6 SHARED VOTING POWER
REPORTING
PERSON -0-
WITH
7 SOLE DISPOSITIVE POWER
4,096,983 shares(1)
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,096,983 SHARES
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.8%(2)
12 TYPE OF REPORTING PERSON*
00
(1) George Zimmer, as Trustee of the George Zimmer 1988 Living Trust, is vested
with the sole power to vote with respect to the securities held by the
trust.
(2) The number of total outstanding shares used in calculating the percentage
includes the 984,353 shares to be issued in connection with the
Exchangeable Shares issued by Moores Retail Group Inc.
* See Instructions
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GEORGE ZIMMER 1988 LIVING TRUST PAGE 3 OF 6 PAGES
Item 1. (a) Name of Issuer: The Men's Wearhouse, Inc.
(b) Address of Issuer's Principal Executive Offices:
40650 Encyclopedia Circle and 5803 Glenmont Drive
Fremont, California 94538 Houston, Texas 77081
Item 2. (a) Name of Person Filing: George Zimmer 1988 Living Trust
(b) Address of Principal Business Office or, if none,
Residence:
40650 Encyclopedia Circle
Fremont, California 94538
(c) Citizenship: California
(d) Title of Class of Securities: Common Stock, $.01 par
value
(e) CUSIP Number: 587118100
Item 3. Not Applicable.
Item 4. (a) Amount Beneficially Owned: 4,096,983 shares
(b) Percent of Class: 9.8%
(c) Number of Shares as to Which Such Person Has:
(i) Sole Power to Vote or Direct the Vote:
4,096,983 shares
(ii) Shared Power to Vote or Direct the Vote: -0-
(iii) Sole Power to Dispose or to Direct the
Disposition of: 4,096,983 shares
(iv) Shared Power to Dispose or to Direct the
Disposition of: -0-
Item 5. Not Applicable
Item 6. Not Applicable
Item 7. Not Applicable
Item 8. Not Applicable
Item 9. Not Applicable
Item 10. Not Applicable
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 7, 2000
---------------------------------------
Date
/s/ GEORGE ZIMMER
---------------------------------------
George Zimmer, as Trustee
George Zimmer 1988 Living Trust
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CUSIP NO. 587118100 13 G Page 4 of 6 Pages
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
1 GEORGE ZIMMER
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 4,096,983 shares(1)
OWNED
BY EACH 6 SHARED VOTING POWER
REPORTING
PERSON 43,808 shares(2)
WITH
7 SOLE DISPOSITIVE POWER
4,096,983 shares(1)
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,140,791 SHARES
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.9%(3)
12 TYPE OF REPORTING PERSON*
IN
(1) Includes 4,096,983 shares held by the George Zimmer 1988 Living Trust,
which George Zimmer, as trustee, has sole power to vote.
(2) Represents shares allocated to Mr. Zimmer's account in The Men's Wearhouse,
Inc. Employee Stock Plan, with respect to which Mr. Zimmer may give the
trustee of such Plan instructions as to how to vote.
(3) The number of total outstanding shares used in calculating the percentage
includes the 984,353 shares to be issued in connection with the
Exchangeable Shares issued by Moores Retail Group Inc.
* See Instructions.
<PAGE> 5
GEORGE ZIMMER PAGE 5 OF 6 PAGES
Item 1. (a) Name of Issuer: The Men's Wearhouse, Inc.
(b) Address of Issuer's Principal Executive Offices:
40650 Encyclopedia Circle and 5803 Glenmont Drive
Fremont, California 94538 Houston, Texas 77081
Item 2. (a) Name of Person Filing: George Zimmer
(b) Address of Principal Business Office or, if none,
Residence:
40650 Encyclopedia Circle
Fremont, California 94538
(c) Citizenship: USA
(d) Title of Class of Securities: Common Stock, $.01 par
value
(e) CUSIP Number: 587118100
Item 3. Not Applicable.
Item 4. (a) Amount Beneficially Owned: 4,140,791 shares
(b) Percent of Class: 9.9%
(c) Number of Shares as to Which Such Person Has:
(i) Sole Power to Vote or Direct the Vote:
4,096,983 shares
(ii) Shared Power to Vote or Direct the Vote:
43,808 (represents shares allocated to Mr.
Zimmer's account in The Men's Wearhouse,
Inc. Employee Stock Plan with respect to
which Mr. Zimmer may give instructions to
the trustee of such plan as to how to vote)
(iii) Sole Power to Dispose or to Direct the
Disposition of: 4,096,983 shares
(iv) Shared Power to Dispose or to Direct the
Disposition of: -0-
Item 5. Not Applicable
Item 6. Not Applicable
Item 7. Not Applicable
Item 8. Not Applicable
Item 9. Not Applicable
Item 10. Not Applicable
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 7, 2000
---------------------------------------
Date
/s/ GEORGE ZIMMER
---------------------------------------
George Zimmer
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PAGE 6 OF 6 PAGES
EXHIBIT A
AGREEMENT OF JOINT FILING
The undersigned hereby agree that they are filing jointly, pursuant to
Rule 13d-1(k)(1) of the Act, the amended statement dated February 7, 2000,
containing the information required by Schedule 13G, for the shares of common
stock of The Men's Wearhouse, Inc. held by the George Zimmer 1988 Living Trust
and George Zimmer.
GEORGE ZIMMER 1988 LIVING TRUST
By /s/ GEORGE ZIMMER
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George Zimmer, Trustee
/s/ GEORGE ZIMMER
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George Zimmer
