DIY HOME WAREHOUSE INC
SC 13G, 2000-10-20
LUMBER & OTHER BUILDING MATERIALS DEALERS
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<PAGE>   1
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G
                    Under the Securities Exchange Act of 1934

                           D.I.Y. HOME WAREHOUSE, INC.
                                (Name of Issuer)

                           COMMON STOCK, NO PAR VALUE
                         (Title of Class of Securities)

                                   23321D 10 5
                      (CUSIP Number of Class of Securities)



================================================================================

*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
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 7 Pages


<PAGE>   2


CUSIP NO. 23321D 10 5                 13G                 PAGE 2 OF 7 PAGES
--------------------------------------------------------------------------------
  1     Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
        (Entities Only)

        FRED A. ERB, OR HIS SUCCESSOR, AS TRUSTEE U/T/A DATED 10/30/80, AS
        AMENDED AND RESTATED, FRED A. ERB, GRANTOR
--------------------------------------------------------------------------------
  2     Check the Appropriate Box if a Member of a Group     (a) [ ]
        (See Instructions)                                   (b) [ ]


--------------------------------------------------------------------------------
  3     SEC Use Only


--------------------------------------------------------------------------------
  4     Citizenship or Place of Organization

                                    MICHIGAN
--------------------------------------------------------------------------------
    Number of
                           5       Sole Voting Power

      Shares                       4,410,000
                           -----------------------------------------------------
   Beneficially            6       Shared Voting Power

                                   -0-
     Owned by              -----------------------------------------------------
                           7       Sole Dispositive Power

       Each                        4,410,000
                           -----------------------------------------------------
     Reporting             8       Shared Dispositive Power

                                   -0-
    Person With
--------------------------------------------------------------------------------
  9     Aggregate Amount Beneficially Owned by Each Reporting Person

                                   4,410,000
--------------------------------------------------------------------------------
 10     Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
        (See Instructions)


--------------------------------------------------------------------------------
 11     Percent of Class Represented by Amount in Row (9)

                                     60.6%
--------------------------------------------------------------------------------
 12     Type of Reporting Person (See Instructions)

                                       OO
--------------------------------------------------------------------------------


<PAGE>   3


CUSIP NO. 23321D 10 5                 13G                 PAGE 3 OF 7 PAGES
--------------------------------------------------------------------------------
  1     Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
        (Entities Only)

                                  FRED A. ERB
--------------------------------------------------------------------------------
  2     Check the Appropriate Box if a Member of a Group     (a) [ ]
        (See Instructions)                                   (b) [ ]


--------------------------------------------------------------------------------
  3     SEC Use Only


--------------------------------------------------------------------------------
  4     Citizenship or Place of Organization

                                 UNITED STATES
--------------------------------------------------------------------------------
    Number of
                           5       Sole Voting Power

      Shares                       4,410,000
                           -----------------------------------------------------
   Beneficially            6       Shared Voting Power

                                   -0-
     Owned by              -----------------------------------------------------
                           7       Sole Dispositive Power

       Each                        4,410,000
                           -----------------------------------------------------
     Reporting             8       Shared Dispositive Power

                                   -0-
    Person With
--------------------------------------------------------------------------------
  9     Aggregate Amount Beneficially Owned by Each Reporting Person

                                   4,410,000
--------------------------------------------------------------------------------
 10     Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
        (See Instructions)


--------------------------------------------------------------------------------
 11     Percent of Class Represented by Amount in Row (9)

                                     60.6%
--------------------------------------------------------------------------------
 12     Type of Reporting Person (See Instructions)

                                       IN
--------------------------------------------------------------------------------
<PAGE>   4

                                                               Page 4 of 7 Pages
ITEM 1.

         (a)      NAME OF ISSUER.


                  The issuer of the securities with respect to which this
                  statement on Schedule 13G (the "Statement") is being filed is
                  D.I.Y. Home Warehouse, Inc., an Ohio corporation (the
                  "Issuer").

         (b)      ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.


                  The address of the Issuer's principal executive offices is
                  5811 Canal Road, Suite 180, Valley View, Ohio 44125.

ITEM 2.

         (a)      NAME OF PERSON FILING.


                  This Statement is being filed by the following persons:

                           (1)      Fred A. Erb, or his successor,  as trustee
                                    u/t/a dated 10/30/80, as amended and
                                    restated, Fred A. Erb, Grantor (the
                                    "Trust") ; and

                           (2)      Fred A. Erb.

         (b)      ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE.


                           The address for the Trust is as follows:

                           44 East Long Lake,
                           Bloomfield Hills, Michigan 48304

                           Mr. Erb's address is as follows:

                           649 Edgemere Court
                           Bloomfield Hills, Michigan 48304

         (c)      CITIZENSHIP.


                  The Trust is a Michigan entity.  Mr. Erb is a citizen of the
                  United States.

         (d)      TITLE OF CLASS OF SECURITIES.


                  This Statement relates to the common stock, no par value (the
                  "Common Stock"), of the Issuer.




<PAGE>   5
                                                               Page 5 of 7 Pages

         (e)      CUSIP NUMBER.


                  The CUSIP Number of the Common Stock is 23321D 10 5.

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B), CHECK
                  WHETHER THE PERSON FILING IS A:

                  (a)      |_| A broker or dealer registered under Section 15 of
                               the Act

                  (b)      |_| A bank as defined in Section 3(a)(6) of the Act

                  (c)      |_| An insurance company as defined in Section 3(a)
                           (19) of the Act

                  (d)      |_| An investment company registered under Section 8
                           of the Investment Company Act

                  (e)      |_| An investment adviser registered under Section
                           203 of the Investment Advisers Act of 1940

                  (f)      |_| An employee benefit plan, pension fund which is
                           subject to the provisions of the Employee Retirement
                           Income Security Act of 1974 or an endowment fund; see
                           ss.240.13d-1(b)(1)(ii)(F)

                  (g)      |_| A parent holding company, in accordance with
                           ss.240.13d-1(b)(ii)(G) (Note: See
                           Item 7)

                  (h)      |_| A group, in accordance with ss.240.13d-1(b)(1)
                           (ii)(H)

ITEM 4. OWNERSHIP.


                  (a)      The shares of Common Stock were originally owned by
                           375 South Eaton Limited Partnership. Mr. Erb is the
                           sole general partner of 375 South Eaton Limited
                           Partnership. The shares were then transferred to the
                           Trust. Mr. Erb is the grantor of the Trust. As a
                           result, pursuant to Rule 13d-3(a), Mr. Erb is deemed
                           to be the beneficial owner of the Common Stock owned
                           by the Trust for the purposes of this Statement.
                           Nevertheless, Mr. Erb specifically disclaims
                           beneficial ownership of the Common Stock owned by the
                           Trust except to the extent of his pecuniary interest
                           in such Common Stock.

                  (b)      The 4,410,000 shares of Common Stock owned by the
                           Trust represent approximately sixty and six tenths
                           percent (60.6%) of the issued and outstanding Common
                           Stock.

                           As the Trustee of the Trust, Mr. Erb has the power to
                           vote or direct the vote of 4,410,000 shares of Common
                           Stock.

<PAGE>   6
                                                              Pages 6 of 7 Pages


                  (c)      Listed below are the number of shares of Common Stock
                           as to which the Trust has:
<TABLE>
<S>                                 <C>                                                                   <C>

                           (i)      sole power to vote or to direct the vote:                             4,410,000
                           (ii)     shared power to vote or to direct the vote:                                 -0-
                           (iii)    sole power to dispose or to direct the disposition of:                4,410,000
                           (iv)     shared power to dispose or to direct the disposition of:                    -0-
</TABLE>


                           Listed below are the number of shares of Common Stock
                           as to which Mr. Erb, by virtue of being the Trustee
                           of the Trust has:
<TABLE>

<S>                                 <C>                                                                   <C>
                           (i)      sole power to vote or to direct the vote:                             4,410,000
                           (ii)     shared power to vote or to direct the vote:                                 -0-
                           (iii)    sole power to dispose or to direct the disposition of:                4,410,000
                           (iv)     shared power to dispose or to direct the disposition of:                    -0-

</TABLE>

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 not acquired
                  and are not held for the purpose of or with the effect of
                  changing or influencing the control of the issuer of the
                  securities and were not acquired in connection with or as a
                  participant in any transaction having that purpose or effect.


<PAGE>   7
                                                              Pages 7 of 7 Pages


                                    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/ Fred A. Erb
                              --------------------------------------------------
                              Fred A. Erb,  individually  and Fred A.  Erb,  or
                              his successor,  as Trustee u/t/a dated  10/30/80,
                              as amended and restated, Fred A. Erb, Grantor


Dated:   October 12, 2000








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