UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES AND EXCHANGE ACT OF 1934
(AMENDMENT No. 1)
Name of Issuer: SUCCESSORIES, INC. (f/k/a Celex Group Inc.)
Title of Class of Securities: COMMON STOCK
CUSIP Number: 864591102
Item 1: REPORTING PERSON
Corbin & Company (Tax ID: 75-2421966)
Item 2: Not Applicable
Item 3: SEC Use Only
Item 4: CITIZENSHIP
A Texas Corporation
Item 5: SOLE VOTING POWER
None (See Note 1)
Item 6: SHARED VOTING POWER
727,000 (See Note 1)
Item 7: SOLE DISPOSITIVE POWER
None (See Note 1)
Item 8: SHARED DISPOSITIVE POWER
727,000 (See Note 1)
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CUSIP #: 864591102
Item 9: AGGREGATE AMOUNT BENEFICIALLY OWNED
727,000 (See Note 1)
Item 10: Not Applicable
Item 11: PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.8% (See Note 1)
Item 12: TYPE OF REPORTING PERSON
IA
CUSIP #: 864591102
Item 1(a). NAME OF ISSUER:
SUCCESSORIES, INC.
Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
2520 Diehl Road
Aurora, IL 60504
Item 2(a). NAME OF PERSON FILING:
Corbin & Company
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE:
6300 Ridglea Place, Suite 1111
Fort Worth, TX 76116
Item 2(c). CITIZENSHIP:
A Texas Corporation
Item 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock
Item 2(e). CUSIP NUMBER:
864591102
Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d- 2(b), and
Corbin & Company is an investment advisor registered under section 203 of the
Investment Advisers Act of 1940.
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CUSIP #: 864591102
Item 4. OWNERSHIP AS OF MAY 31, 1998.
(a) AMOUNT BENEFICIALLY OWNED:
727,000 shares (See Note 1)
(b) PERCENT OF CLASS:
10.8% (See Note 1)
(c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE:
None (See Note 1)
(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE:
727,000 (See Note 1)
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE
DISPOSITION OF:
None (See Note 1)
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE
DISPOSITION OF:
727,000 (See Note 1)
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON.
All of the securities reported in this schedule are
owned by Corbin & Company's advisory clients, who
have the right to receive and the power to direct the
receipt of dividends from, and the proceeds from the
sale of, such securities, but no single client, to
the best knowledge of Corbin & Company, holds more
than five percent of the common stock of
Successories, Inc. Corbin & Company disclaims true
beneficial ownership of all such securities.
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.
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CUSIP #: 864591102
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 purposes or effect.
(Note 1).
All securities reported on this schedule are owned by advisory clients of
Corbin & Company, an investment advisor registered under section 203 of the
Investment Advisers Act of 1940. Both the power to vote or direct the voting of
such securities, and the power to dispose of or direct the disposition of such
securities, are shared by Corbin & Company and its respective advisory clients,
pursuant to Corbin & Company's advisory authority. Corbin & Company does not
have registration or custody of any such securities, and disclaims true
beneficial ownership of all such securities.
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.
DATE: June 8, 1998
SIGNATURE: /s/ Barbara E. Shields
Vice President for Client Relations
and Legal Affairs
