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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Rawlings Sporting Goods Company, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
754 459 105
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(CUSIP Number)
Mr. Robert M. Raiff With a copy to:
152 West 57th Street Lawrence G. Goodman, Esq.
New York, New York 10019 Shereff, Friedman, Hoffman & Goodman, LLP
(212) 247-4000 919 Third Avenue
New York, New York 10022
(212) 758-9500
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
November 24, 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
statement because of Rule 13d-1(b) (3) or (4), check the following: [ ].
Note: One copy and an EDGAR version of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
*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 on 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).
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SCHEDULE 13D
CUSIP No. 754 459 105 Page 2 of 6 Pages
------------ ----- -----
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert M. Raiff
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ]
(b)[X]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF 7 SOLE VOTING POWER
SHARES 691,000
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 691,000
WITH
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
691,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.95%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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SCHEDULE 13D
This Amendment No. 2 to the Statement on Schedule 13D amends and
supplements the Statement on Schedule 13D relating to the event date of August
27, 1997 (the "Schedule 13D") and Amendment No. 1 to the Schedule 13D relating
to the event date of October 7, 1997 filed by Robert M. Raiff relating to the
common stock (the "Common Stock") of Rawlings Sporting Goods Company, Inc.
("Rawlings"). The address of Rawlings is 1859 Intertech Drive, Fenton, MO 53026.
Capitalized terms used herein and not defined herein shall have the meanings
assigned thereto in the Schedule 13D.
Item 3. Source and Amount of Funds
Item 3 is amended to add the following:
As of November 25, 1997, Mr. Raiff beneficially owns 691,000
shares of Common Stock. All 691,000 shares of Common Stock are held by entities
and managed accounts over which Mr. Raiff has investment discretion. All shares
of Common Stock owned by Mr. Raiff were purchased in open market transactions.
Since the filing of Amendment No. 1 to the Schedule 13D, 96,000 shares of Common
Stock were purchased at an aggregate cost of $1,064,000 (see Schedule A). The
funds for the purchases of the shares of Common Stock held by the Partnerships
and the Fund came from capital contributions to the Partnerships by their
general and limited partners and capital contributions to the Fund by its
shareholders. The funds for the purchases of shares held in the managed accounts
over which Mr. Raiff has investment discretion came from the accounts' own
funds. Margin was used in purchasing shares of Common Stock.
Item 5. Interest in Securities of the Issuer
Item 5 is amended and restated in its entirety to read as
follows:
(a) and (b) As noted above, as of the date hereof, Mr. Raiff
is the beneficial owner of 691,000 shares of Common Stock. Based on Rawlings'
Quarterly Report on Form 10-Q for the period ended May 31, 1997, there were
7,718,826 shares of Common Stock outstanding as of June 6, 1997. Therefore, Mr.
Raiff beneficially owns 8.95% of the outstanding Common Stock. Mr. Raiff has the
power to vote, direct the vote, dispose of or direct the disposition of all the
shares of Common Stock that are currently beneficially owned by Mr Raiff.
(c) Attached as Schedule A is a description of the
transactions in the Common Stock that were effected by Mr. Raiff since the
filing of Amendment No. 1 to the Schedule 13D.
(d) Not Applicable.
(e) Not Applicable.
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Signature
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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.
By: /s/ Robert M. Raiff
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Robert M. Raiff
Dated: November 25, 1997
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SCHEDULE A
Purchase of Shares of Common Stock Since the Filing of the Schedule 13D
Purchase Number Price
Date or Sale of Shares Per Share* Value
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10/9/97 P 5,000 $ 11.00 $ 55,000
10/31/97 P 6,000 10.25 61,500
11/10/97 P 2,000 10.25 20,500
11/12/97 P 3,000 10.00 30,000
11/24/97 P 75,000 11.225 841,875
11/25/97 P 5,000 11.025 55,125
* Does not include commissions
