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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 5 )*
Service Merchandise Company, Inc.
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(Name of Issuer)
Common Stock, par value $.50 per share
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(Title of Class of Securities)
817587108
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(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).
(Continued on following page(s))
Page 1 of 5 Pages
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<TABLE>
<CAPTION>
Page 2 of 5 Page
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Raymond Zimmerman
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
Not applicable (b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
6,585,803
NUMBER OF
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 1,525,545
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH
6,585,803
8 SHARED DISPOSITIVE POWER
1,525,545
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,111,348
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
X
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.2%
12 TYPE OF REPORTING PERSON*
IN
</TABLE>
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<TABLE>
<CAPTION>
SCHEDULE 13G/A
<S> <C> <C>
Item 1(a). Name of Issuer: Service Merchandise Company, Inc.
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Item 1(b). Address of Issuer's 7100 Service Merchandise Drive
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Principal Executive Brentwood, Tennessee 37027
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Offices:
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Item 2(a). Name of Person filing: Raymond Zimmerman
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Item 2(b). Address of Principal 7100 Service Merchandise Drive
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Business Office: Brentwood, Tennessee 37027
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Item 2(c). Citizenship: United States of America
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Item 2(d). Title of Class Common Stock, par value $.50 per
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of Securities: share (the "Shares")
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Item 2(e). CUSIP Number: 817587108
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Item 3. Not applicable
Item 4. Ownership.
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</TABLE>
(a) Amount Beneficially Owned: 5,652,414(1)(2)
1,892,654(3)
566,280(4)
(b) Percent of Class: 8.2%
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote:
6,585,803(5)
(ii) shared power to vote or direct the vote:
1,525,545
(iii) sole power to dispose or to direct the
disposition of: 6,585,803 (5)
(iv) shared power to dispose or to direct the
disposition of: 1,525,545
(1) Includes currently exercisable options to purchase
601,875 Shares, 504,176 Shares owned of record by
Raymond Zimmerman's wife, Arlene Zimmerman, 400,312
shares owned of record by RAZ Investments Co., a
general partnership with Raymond Zimmerman and Arlene
Zimmerman sharing voting and investment power as the
two general partners and 10,118 Shares held by the
trustee under the Service Merchandise Savings and
Investment Plan. Does not include Shares referred to
in notes (3) or (4).
(2) In 1990, The Service Merchandise Foundation, a
private charitable foundation (the "Foundation"), was
formed, and thereafter, the Internal Revenue Service
approved the Foundation's application for tax-exempt
status. As a charitable contribution, on October 15,
1990, the Company granted the Foundation an option to
purchase 1,875,000 Shares at $2.20 per Share, the
market price at that
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time. The option is exercisable in whole or in part from the
date of its grant until October 15, 2000. Under applicable
Internal Revenue Service rulings, the stock option may not be exercised
directly by the Foundation. The Foundation may sell all or a part of
the option to other not-for-profit third parties which may then in
turn exercise the option directly. The Trustee of the Foundation is
Raymond Zimmerman, and the members of the Trust Committee (the
"Committee") administering the Foundation are Raymond Zimmerman,
Arlene Zimmerman and S. P. Braud, who may be deemed to control the
disposition of the option by virtue of their power to decide to whom
to sell such options. Each of the members of the Committee disclaims
beneficial ownership of the Shares issuable upon exercises of the
option, and Shares subject to the option are not included in the
indicated number of Shares beneficially owned by Raymond Zimmerman.
(3) Represents 1,380,910 Shares owned of record by
Raymond Zimmerman as trustee for five nieces, 456,967
Shares as to which Mr. Zimmerman is the trustee under
the Will of Mary K. Zimmerman and 54,777 Shares owned
of record by Arlene Zimmerman as trustee or custodian
for children or grandchildren and a grandniece.
(4) Represents 405,000 Shares owned of record by the
Raymond Zimmerman Family Foundation and 161,280
Shares owned of record by the Zimmerman Foundation.
(5) Includes currently exercisable options to purchase
601,875 Shares.
Item 5. Ownership of Five Percent or Less of a Class:
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Not applicable
Item 6. Ownership of More than Five Percent on Behalf of
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Another Person:
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Certain persons other than Raymond Zimmerman have the
right to receive and/or the power to direct the receipt of
dividends from, or the proceeds from the sale of 2,303,201
Shares, but no such other person's interest relates to more
than 5% of the Shares outstanding as of December 31, 1993.
Item 7. Identification and Classification ofthe Subsidiary Which
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Acquired the Security Being Reported on by the Parent Holding
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Company:
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Not applicable
Item 8. Identification and Classification of Members of the Group:
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Not applicable
Item 9. Notice of Dissolution of Group:
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Not applicable
Item 10. Certification:
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Not applicable
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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.
/s/ Raymond Zimmerman
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Raymond Zimmerman
Dated: February 10, 1994 Chairman of the Board and President,
Service Merchandise Company, Inc.
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(Printed Name and Title)