SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Starter Corporation
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
855684 10 6
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(CUSIP Number)
Benjamin E. Cohen - 14 West Lane, Apt #1, Bloomfield, CT 06002
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 16, 1997
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
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CUSIP No. 855684 10 6 Page __ of __
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Benjamin E. Cohen
###-##-####
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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. SOURCE OF FUNDS*
PF, 00
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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NUMBER OF SHARES 7. SOLE VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 3,900 (See Item 5)
WITH
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8. SHARED VOTING POWER
101,560
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9. SOLE DISPOSITIVE POWER
3,900 (See Item 5)
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10 SHARED DISPOSITIVE POWER
101,560
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
105,460
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
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14. TYPE OF REPORTING PERSON
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1. Security and Issuer.
This Statement on Schedule 13D ("Schedule 13D") relates to the common
stock, par value $.01 per share (the "Shares"), of Starter Corporation, a
Delaware corporation (the "Company"), the principal executive office of
which is located at 370 James Street, New Haven, Connecticut 06513.
Item 2. Identity and Background.
(a) This statement on Schedule 13D is being filed by Mr. Benjamin E.
Cohen. Mr. Cohen is sometimes referred to herein as the "Reporting
Person."
(b) - (c) On December 31, 1995, Mr. Cohen retired from Blum, Shapiro &
Company, P.C. where he had been a partner since prior to 1989.
(d) - (e) During the past five years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors). During the past five years, the Reporting Person
has not been party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such proceeding been
subject to a judgment, decree or final order enjoining future violations
of, prohibiting or mandating activities subject to, federal or state
securities law or finding any violation with respect to such laws.
(f) Mr. Cohen is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
N/A.
Item 4. Purpose of Transactions.
The Reporting Person is a co-Trustee of Trusts which had pre-existing
indebtedness to David A. Beckerman and a partnership in which Mr.
Beckerman was a general partner ("Partnership I"). 2,015,126 Shares were
transferred by the Trusts to Mr. Beckerman in partial satisfaction of the
pre-existing indebtedness due to him. The Trusts also had interests as
limited partners in a partnership which distributed Shares upon
liquidation of its assets in which Mr. Beckerman was also the general
partner ("Partnership II"). The Trusts received 163,266 Shares upon
liquidation of Partnership II and transferred 143,388 of such Shares to
Partnership I in satisfaction of the pre-existing indebtedness due to
Partnership I.
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Item 5. Interest in Securities of Issuer.
(a) On October 16, 1997, Mr. Cohen beneficially owned 105,460 Shares
which is less than 1% of the number of Shares outstanding (based
upon 27,856,615 Shares issued and outstanding, as reported by the
Company in its Form 10-Q for the quarterly period ended June 30,
1997 filed with the Commission on August 14, 1997).
(b) All transactions in the Shares that were effected by Mr. Cohen
during the sixty day period ended on the date hereof are set forth
in Item 4.
(c) None.
(d) None.
(e) The Reporting Person ceased to be the beneficial owner of more than
5% of the Shares on October 16, 1997.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuers.
None.
Item 7. Material To Be Filed As Exhibits.
None.
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SIGNATURE
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: November 10, 1997
/s/ Benjamin E. Cohen
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Benjamin E. Cohen
