SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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. 1)*
Authentic Fitness Corporation
(Name of Issuer)
Common Stock, $.001 par value per share
(Title of Class of Securities)
052661 10 5
(CUSIP Number)
December 31, 1998
(Date of event which requires filing of this statement)
Check the appropriate box to designate the rules pursuant to which
this Schedule 13G is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting
person's initial filing of 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 purposes 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).
CUSIP No. 052661 10 5 13G
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Linda J. Wachner
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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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5 SOLE VOTING POWER
NUMBER OF 4,688,242
SHARES -----------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY None
EACH -----------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 4,086,462
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8 SHARED DISPOSITIVE POWER
None
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,688,242
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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
18.2%
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14 TYPE OF REPORTING PERSON*
IN
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* SEE INSTRUCTIONS BEFORE FILLING OUT
Item 1(a). Name of Issuer:
The name of the issuer is Authentic Fitness Corporation
(the "Company").
Item 1(b). Address of Issuer's Principal Executive Offices:
The Company's principal executive offices are located at 6040
Bandini Boulevard, Commerce, CA 90040 and at 90 Park Avenue,
New York, NY 10016.
Item 2(a). Name of Person Filing:
This statement is filed by Linda J. Wachner (the "Reporting
Person").
Item 2(b). Address of Principal Business Office or, if None, Residence:
The address of the business office of the Reporting Person is
90 Park Avenue, New York, NY 10016.
Item 2(c). Citizenship:
The Reporting Person is a citizen of the United States of
America.
Item 2(d). Title of Class of Securities:
Common Stock, $.001 par value per share (the "Common Stock")
Item 2(e). CUSIP Number:
052661 10 5
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b) or (c), check whether the person filing is a:
(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 Act of 1940,
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E),
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F),
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(ii)(G),
(h) [ ] A savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act,
(i) [ ] A church plan that is excluded from the
definition of an investment company under
Section 3(c)(14) of the Investment Company Act
of 1940,
(j) [ ] Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to 13d-1(c), check this box: [x]
Item 4. Ownership.
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
4,688,242 shares
(b) Percent of class:
18.2%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
4,688,242
(ii) Shared power to vote or to direct the vote
None
(iii) Sole power to dispose or to direct the disposition of
4,086,462
(iv) Shared power to dispose or to direct the disposition of
None
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.
Not applicable.
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.
The Reporting Person hereby makes the following certification:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: February 11, 1999
By: /s/ Linda J. Wachner
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Linda J. Wachner
