STARTER CORP
SC 13D, 1997-11-10
APPAREL & OTHER FINISHD PRODS OF FABRICS & SIMILAR MATL
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   ----------

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                                (Amendment No. 1)

                               Starter Corporation
                             -----------------------
                                (Name of Issuer)

                     Common Stock, par value $0.01 per share
                ------------------------------------------------
                         (Title of Class of Securities)

                                   855684 10 6
                ------------------------------------------------
                                 (CUSIP Number)

Mark G. Sklarz, Esq., Cummings & Lockwood, 700 State Street, New Haven, CT 06508
- --------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                October 16, 1997
- --------------------------------------------------------------------------------
             (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 [ ].
<PAGE>

- ------------------------                                  ----------------------
CUSIP No. 855684 10 6                                         Page __ of __ 
          -----------
- ------------------------                                  ----------------------
- --------------------------------------------------------------------------------
1.            NAME OF REPORTING PERSON
              S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

              Mark G. Sklarz ###-##-####
- --------------------------------------------------------------------------------
2.            CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*        (a) [  ]
                                                                       (b) [  ]
- --------------------------------------------------------------------------------
3.            SEC USE ONLY

- --------------------------------------------------------------------------------
4.            SOURCE OF FUNDS*
              PF, 00
- --------------------------------------------------------------------------------
5.            CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT 
              TO ITEM 2(d) or 2(e)                                          [  ]
- --------------------------------------------------------------------------------
6.            CITIZENSHIP OR PLACE OF ORGANIZATION
              U.S.A.
- --------------------------------------------------------------------------------
   NUMBER OF SHARES     7.    SOLE VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON         3,500 (See Item 5)
         WITH
                      ----------------------------------------------------------
                        8.    SHARED VOTING POWER

                              101,560
                      ----------------------------------------------------------
                        9.    SOLE DISPOSITIVE POWER

                              3,500 (See Item 5)
                      ----------------------------------------------------------
                        10    SHARED DISPOSITIVE POWER

                              101,560
- --------------------------------------------------------------------------------
11.           AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
              105,060
- --------------------------------------------------------------------------------
12.           CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
              CERTAIN SHARES*                                               [  ]
- --------------------------------------------------------------------------------
13.           PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
              Less than 1%
- --------------------------------------------------------------------------------
14.           TYPE OF REPORTING PERSON*
              IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>

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 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 Mark G. Sklarz. Mr.
            Sklarz is sometimes referred to herein as the "Reporting Person."

      (b) - (c) Mr. Sklarz is a partner in the law firm of Cummings & Lockwood.
      The principal business address of the Reporting Person is 700 State
      Street, New Haven, Connecticut 06511.

      (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. Sklarz 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.
<PAGE>

Item 5. Interest in Securities of Issuer.

      (a)   On October 16, 1997, Mr. Sklarz beneficially owned 105,060 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. Sklarz
            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. 
<PAGE>

                                    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/  Mark G. Sklarz
                                         -----------------------------
                                         Mark G. Sklarz



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