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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
SCHEDULE 13 G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 6)*
AUTHENTIC FITNESS CORPORATION
(NAME OF ISSUER)
Common Stock, $0.001 par value
(TITLE OF CLASS OF SECURITIES)
05266110-5
(CUSIP NUMBER)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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).
Page 1 of 5.
SEC 1745 (10-88)
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CUSIP NO. 05266110-5 13G PAGE 2 OF 5 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FAYEZ SAROFIM
###-##-####
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
U.S.A.
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF 0
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
0
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING 0
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
0
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
0.0%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
IN
- ------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
Amendment No. 6 to Schedule 13(G)
Under the Securities Exchange Act of 1934
Item 1(a) Name of Issuer:
Authentic Fitness Corporation
Item 1(b) Address of Issuer's Principal Executive Office:
90 Park Avenue
New York, New York 10016
Item 2(a) Name of Person Filing:
Fayez Sarofim & Co. and Fayez Sarofim
Item 2(b) Address of Principal Business Office, or if none, Residence:
2907 Two Houston Center
Houston, Texas 77010
Item 2(c) Citizenship:
U. S. A.
Item 2(d) Title of Class of Securities:
Common Stock, $0.001 par value
Item 2(e) CUSIP Number:
05266110-5
Item 3 Filing required pursuant to the Rules 13d-1(b), or 13d-2(b),:
Fayez Sarofim & Co. is an Investment Adviser registered under Section
203 of the Investment Advisers Act of 1940. Fayez Sarofim is Chairman
of the Board and President, a director and owner of a majority of the
outstanding capital stock of Fayez Sarofim & Co. and may be considered
a parent holding company of Fayez Sarofim & Co. within the meaning of
Rule 13d-1(b)(1)(ii)(G).
Item 4 Ownership as of December 31, 1999:
(a) Amount Beneficially Owned:
(i) 0 shares are held in investment advisory accounts managed by
Fayez Sarofim & Co. for numerous clients. Pursuant to its
investment advisory contract with its clients, Fayez Sarofim &
Co. has full investment discretion with respect to such
investment advisory accounts. However, Fayez Sarofim & Co. is not
the record owner of any of such shares as such shares are held of
record by the respective clients or by trustees or custodians for
such clients. The clients are entitled to the economic benefits
(dividend payments and sales proceeds) of ownership of such
shares. Each client also has the right to terminate its
investment advisory relationship with Fayez Sarofim & Co. at any
time. Because Fayez Sarofim & Co. has power to dispose, or to
direct the disposition of, such shares, it may be deemed to be
the beneficial owner of these shares for the purposes of the Rule
13d-3 under the Securities Exchange Act of 1934. Because Fayez
Sarofim is Chairman of the Board and President, a director and
owner of a majority of the outstanding capital stock of Fayez
Sarofim & Co., he may also be deemed to be an indirect beneficial
owner of these shares for the purposes of Rule 13d-3.
(ii) 0 shares are held in investment advisory accounts managed by
Sarofim Trust Co., a wholly owned subsidiary of Fayez Sarofim &
Co., which is also an Investment Adviser registered under Section
203 of the Investment Advisers Act of 1940. Pursuant to its
investment advisory contracts with its clients, Sarofim Trust Co.
has full investment discretion with respect to such investment
advisory accounts. However, Sarofim Trust Co. is not the record
owner of any of such shares as such shares are held of record by
the respective clients or by trustees or custodians for such
clients. The clients are entitled to the economic benefits of
ownership of such shares. Each client also has the right to
terminate its investment advisory relationship with Sarofim Trust
3
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Co. at any time. Because Sarofim Trust Co. has power to dispose,
or to direct the disposition of, such shares, it may be deemed to
be the beneficial owner of these shares for the purposes of Rule
13d-3 under the Securities Exchange Act of 1934 and Fayez Sarofim
& Co. and Mr. Sarofim as controlling persons of Sarofim Trust
Co., may be deemed to be indirect beneficial owners of these
shares for such purposes.
(iii) 0 shares are held in investment advisory accounts managed by
Sarofim International Management Company, a wholly owned
subsidiary of Fayez Sarofim & Co., which is also an Investment
Adviser registered under Section 203 of the Investment Advisers
Act of 1940. Pursuant to its investment advisory contracts with
its clients, Sarofim International Management Company has full
investment discretion with respect to such investment advisory
accounts. However, Sarofim International Management Company is
not the record owner of any such shares as such shares are held
of record by the respective clients or by trustees or custodians
for such clients. The clients are entitled to the economic
benefits of ownership of such shares. Each client also has the
right to terminate its investment advisory relationship with
Sarofim International Management Company at any time. Because
Sarofim International Management Company has power to dispose, or
to direct the disposition of, such shares, it may be deemed to be
the beneficial owner of these shares for the purposes of Rule
13d-3 under the Securities Exchange Act of 1934 and Fayez Sarofim
& Co. and Mr. Sarofim as controlling persons of Sarofim
International Management Company, may be deemed to be indirect
beneficial owners of these shares for such purposes.
(iv) 0 shares are owned of record and beneficially by Fayez Sarofim.
Fayez Sarofim & Co. has no beneficial ownership of these shares.
(b) Percent of Class:
(i) 0.0% -- as to shares held in accounts managed by Fayez Sarofim &
Co. with power to dispose, or to direct the disposition of such
shares.
(ii) 0.0% -- as to shares held in accounts managed by Sarofim Trust
Co. with power to dispose, or to direct the disposition of, such
shares.
(iii) 0.0% -- as to shares held in accounts managed by Sarofim
International Management Company with power to dispose, or to
direct the disposition of, such shares.
(iv) 0.0% -- as to shares owned of record and beneficially by Fayez
Sarofim.
(c) Number of shares as to which Fayez Sarofim has:
(i) sole power to vote or direct the vote: 0 shares.
(ii) shared power to vote or direct the vote: 0 shares.
(iii) sole power to dispose or direct the disposition of: 0 shares.
(iv) shared power to dispose or direct the disposition of: 0 shares.
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.
4
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As indicated in Item 3, Fayez Sarofim is Chairman of the Board and
President, a director and owner of a majority of the outstanding
capital stock of Fayez Sarofim & Co. and may be considered a parent
holding company of Fayez Sarofim & Co. Fayez Sarofim & Co. is an
Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940.
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 purposes 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.
Date: February 15, 2000
/s/ Fayez Sarofim
_______________________________________
Signature Fayez Sarofim
5