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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
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PEERLESS SYSTEMS CORPORATION
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
705536 10 0
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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).
Page 1 of 6 pages
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CUSIP NO. 705536 10 0 13G PAGE 2 OF 6 PAGES
- ------------------------ ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LAUREN L. SHAW AND BARBARA B. RENSHAW
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
UNITED STATES
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF -0-
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
583,417
OWNED BY
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EACH SOLE DISPOSITIVE POWER
7
REPORTING -0-
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
583,417
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
291,768 - LAUREN SHAW
291,769 - BARBARA RENSHAW
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
AS TO LAUREN SHAW, EXLCUDES 291,648 SHARES HELD IN THE BARBARA B.
RENSHAW 1996 TRUST. MR. SHAW DISCLAIMS BENEFICIAL OWNERSHIP OF SUCH
SHARES. AS TO BARBARA RENSHAW, EXCLUDES 291,649 SHARES HELD IN THE
LAUREN L. SHAW 1996 TRUST. MS. RENSHAW DISCLAIMS BENEFICIAL OWNERSHIP OF
SUCH SHARES.
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
2.8% - LAUREN SHAW
2.8% - BARBARA RENSHAW
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
IN
- ------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 6 pages
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ITEM 1.
(a) Name of Issuer: PEERLESS SYSTEMS CORPORATION
(b) Address of Issuer's Principal Executive Offices: 2381 ROSECRANS
AVENUE, EL SEGUNDO, CA 90245
ITEM 2.
(a) Name of Person Filing: LAUREN L. SHAW AND BARBARA B. RENSHAW
(b) Address of Principal Business Office or, if None, Residence:
829 PACIFIC AVENUE, MANHATTAN BEACH, CA 90266
(c) Citizenship: UNITED STATES
(d) Title of Class of Securities: COMMON STOCK
(e) CUSIP Number: 705536 10 0
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B),OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A:
(a) [_] Broker of dealer registered under Section 15 of the Act,
(b) [_] Bank as defined in Section 3(a)(6) of the Act,
(b) [_] Insurance Company as defined in Section 3(a)(19) of the Act,
(d) [_] Investment Company registered under Section 8 of the Investment
Company Act,
(e) [_] Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940,
(f) [_] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974
or Endowment Fund; see 13d-1(b)(1)(ii)(F),
(g) [_] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G);
see Item 7,
(h) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
ITEM 4. OWNERSHIP
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) Amount Beneficially Owned: 583,417
(b) Percent of Class: 5.6%
Page 3 of 6 pages
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(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: -0-
(ii) shared power to vote or to direct the vote: 583,417
(iii) sole power to dispose or to direct the disposition of: -0-
(iv) shared power to dispose or to direct the disposition of:
583,417
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following [_].
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
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 purpose or effect.
EXHIBITS
A. Joint Filing Statement
Page 4 of 6 pages
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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.
February 12, 1997
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Date
/s/ Lauren L. Shaw
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Lauren L. Shaw
Page 5 of 6 pages
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EXHIBIT A
JOINT FILING STATEMENT
Pursuant to Rule 13d-1(f)(1), we, the undersigned, hereby express our
agreement that the attached Schedule 13G is filed on behalf of each of us.
Date: February 12, 1997
/s/ Lauren L. Shaw
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Lauren L. Shaw
/s/ Barbara B. Renshaw
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Barbara B. Renshaw
21246286
Page 6 of 6 pages
