STEARNS & LEHMAN INC
SC 13G, 1997-02-13
BOTTLED & CANNED SOFT DRINKS & CARBONATED WATERS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G




                    Under the Securities Exchange Act of 1934

                              (Amendment No. __) *


                             Stearns & Lehman, Inc.
                   __________________________________________
                                (Name of Issuer)


                           Common Shares, No Par Value
                   __________________________________________
                         (Title of Class of Securities)


                                   857890 10 7
                   __________________________________________
                                 (CUSIP Number)



*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).




                                      -1-
<PAGE>


CUSIP NO. 857890 10 7                 13G                      Page 2 of 5 Pages


1.    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Sally A. Stearns

2.    CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (SEE INSTRUCTIONS)
                                                                  (a) _____

                                                                  (b) _____

3.    SEC USE ONLY



4.    CITIZENSHIP OR PLACE OF ORGANIZATION

            Ohio

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON:

5.    SOLE VOTING POWER

            1,363,832 shares

6.    SHARED VOTING POWER

              -0-

7.    SOLE DISPOSITIVE POWER

            1,363,832 shares

8.    SHARED DISPOSITIVE POWER

              -0-

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            1,363,832 shares

10.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
      (SEE INSTRUCTIONS)

            Not Applicable

11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

              42.9%

<PAGE>


12.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

            IN

ITEM 1(A).  NAME OF ISSUER.

            Stearns & Lehman, Inc.

ITEM 1(B).  ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.

            52 Surrey Road
            Mansfield, Ohio 44901

ITEM 2(A).  NAME OF PERSON FILING.

            Sally A. Stearns

ITEM 2(B).  ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
            RESIDENCE OF PERSON FILING.

            Stearns & Lehman, Inc.
            52 Surrey Road
            Manfield, Ohio 44901

ITEM 2(C).  CITIZENSHIP OF PERSON FILING.

            Ohio

ITEM 2(D).  TITLE OF CLASS OF SECURITIES.

            Common Shares, No Par Value

ITEM 2(E).  CUSIP NUMBER.

            857890 10 7

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 -- for each of Physicians and APL

          (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 ss.240.13d-1(b)(l)(ii)(F)


                                  Page 3 of 5
<PAGE>


          (g)  [ ] Parent Holding Company, in accordance with
                   ss. 240.13d-1(b)(ii)(G)

          (h)  [ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)

ITEM 4.  OWNERSHIP.

          (a)  Amount Beneficially Owned: 1,363,832 shares

          (b)  Percent of Class: 42.9%

          (c)  Number of shares as to which such person filing has:

               (i)  Sole power to vote or to direct the vote:

                              1,363,832 shares

               (ii) Shared power to vote or to direct the vote:

                              0 shares

               (iii) Sole power to dispose or to direct the disposition of:

                              1,363,832 shares

               (iv) Shared power to dispose or to direct the disposition of:

                              0 shares

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 or more than five  percent of the class of  securities,  check
            the following: [ ].

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.


                                  Page 4 of 5
<PAGE>


ITEM 8.  IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

            Not Applicable.

ITEM 9.  NOTICE OF DISSOLUTION OF GROUP.

            Not Applicable.

ITEM 10.  CERTIFICATION.

            By signing  below,  I certify  that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business  and were not acquired for the purpose of and do not have the effect of
changing or  influencing  the control of the issuer of such  securities and were
not acquired in connection  with or as a participant in any  transaction  having
such purpose or effect.


                                    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.




Dated:  As Of December 31, 1996        By:  /s/ Sally A. Stearns
                                            ____________________________________
                                                Sally A. Stearns



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