FRANKINO SAM J
SC 13G/A, 1997-02-11
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<PAGE>   1
                       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. 10)(1)




                           National Auto Credit, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                           Common Stock $.05 par value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   632900 10 6
- --------------------------------------------------------------------------------
                                 (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 clause 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.)
















- ----------------
         1 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 the following page(s))


<PAGE>   2


CUSIP No. 632900-10-6                                     PAGE 2 of 4 PAGES

1.   NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     Sam J. Frankino

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*           a. [ ]
                                                                 b. [ ]

3.   SEC USE ONLY

4.   CITIZENSHIP OR PLACE OF ORGANIZATION

     U.S.A

               NUMBER OF      5.   SOLE VOTING POWER

                 SHARES                      15,419,916

             BENEFICIALLY
                              6.   SHARED VOTING POWER
                                             
              OWNED BY                       0

                 EACH

               REPORTING        7.   SOLE DISPOSITIVE POWER

                PERSON                       15,419,916

                 WITH
                              8. SHARED DISPOSITIVE POWER

                                             0

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     15,419,916*

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN 
     SHARES*                                                          [ ]


11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     54.0%

12.  TYPE OF REPORTING PERSON*

     IN

* SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>   3
                                                            PAGE 3 OF 4 PAGES

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G

                   Under the Securities Exchange Act of 1934
                               (Amendment No. 10)

ITEM 1(A).    NAME OF ISSUER:

                  National Auto Credit, Inc.

ITEM 1(B).    ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

                  30000 Aurora Road
                  Solon, OH 44139

ITEM 2(A).     NAME OF PERSON FILING:

                  Sam J. Frankino

ITEM 2(B).     ADDRESS OF PRINCIPAL BUSINESS OFFICE:

                  National Auto Credit, Inc.
                  30000 Aurora Road
                  Solon, OH 44139

ITEM 2(C).     CITIZENSHIP:

                  U.S.A.

ITEM 2(D).     TITLE OF CLASS OF SECURITIES:

                  Common Stock, $.05 par value

ITEM 2(E).     CUSIP NUMBER:

                  632900 10 6

ITEM 3.   THIS ITEM IS NOT APPLICABLE.

ITEM 4.   OWNERSHIP:

          (a)  Amount Beneficially Owned:                     15,419,916 shares
               National Auto Credit, Inc. common stock,
               $.05 par value

          (b)  Percent of Class:                              54.0%
     
          (c)  Number of shares as to which such person has:
                  (i)  Sole power to vote or to direct the    15,419,916 shares
                       vote:
                 (ii)  Shared power to vote or direct the     -0-
                       vote:
                (iii)  Sole power to dispose or to direct 
                       the disposition of                     15,419,916 shares
                 (iv)  Shared power to dispose or to direct 
                       the disposition of                     -0-

<PAGE>   4
                                                              PAGE 4 OF 4 PAGES

ITEM 5.   This item is not applicable.

ITEM 6.   OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

          There is no other person who has the right to receive
          or the power to direct the receipt of dividends from,
          or the proceeds from the sale of such securities.

ITEM 7.   This item is not applicable.

ITEM 8.   This item is not applicable.

ITEM 9.   This item is not applicable.

ITEM 10.  This item is not applicable.



                                   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
- ----------------------------
        Date


/s/  Sam J. Frankino
- ----------------------------
     Sam J. Frankino


   Sam J. Frankino, Chairman of the Board
- --------------------------------------------
Name/Title



*  All of the shares held in partnership are held pursuant to the Declaration of
   Trust of the Sam J. Frankino Trust.


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