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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. 1)
Strouds, Inc.
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(Name of Issuer)
Common Stock, $0.0001 par value
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(Title of Class of Securities)
863451100
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(CUSIP Number)
Mr. Marshall S. Geller Paul D. Tosetti, Esq.
Geller & Friend Capital Partners, Inc. Latham & Watkins
433 North Camden Drive, Suite 500 633 West Fifth Street, Suite 4000
Beverly Hills, California 90210 Los Angeles, California 90071
(310) 553-0177 (213) 485-1234
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 11, 2000
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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 ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box: [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 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.
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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
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CUSIP NO. 863451100 PAGE 2 OF ____
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1 NAME OF REPORTING PERSON
MARSHALL S. GELLER
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
NUMBER OF SHARES
BENEFICALLY 767,640 SHARES
OWNED BY EACH
REPORTING -------------------------------------------------------
PERSON WITH 8 SHARED VOTING POWER
0
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9 SOLE DISPOSITIVE POWER
767,640 SHARES
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
767,640 SHARES
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.8%
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14 TYPE OF REPORTING PERSON
IN
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SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER
This Amendment No. 1 to the Statement on Schedule 13D amends and
supplements the statement on Schedule 13D relating to the event date of
August 9, 1999 filed by Marshall S. Geller (the "Reporting Person"), relating
to the shares of Common Stock, $0.0001 par value per share (the "Common
Stock"), of Strouds, Inc., a Delaware corporation (the "Issuer"). The
principal executive offices of the Issuer are located at 780 South Nogales
Street, City of Industry, California 91748.
Except as specifically provided herein, this Amendment does not modify
any of the information previously reported on Schedule 13-D.
ITEM 3. SOURCE AND AMOUNT OF FUNDS
Mr. Geller acquired 123,053 shares of the Common Stock for an
aggregate consideration of $268,647.53 (excluding brokerage commissions). The
source of such consideration was Mr. Geller's personal funds.
ITEM 4. PURPOSE OF THE TRANSACTION
The Reporting Person has acquired the shares of Common Stock
reported herein for investment purposes.
Depending upon general market and economic conditions affecting the
Issuer and the Reporting Person's view of the prospects for the Issuer and
other relevant factors, the Reporting Person may, from time to time, in open
market transactions or in private transactions or otherwise, purchase
additional shares of the Common Stock or dispose of all or a portion of the
Common Stock owned by the Reporting Person.
Except as set forth herein, the Reporting Person has no present
plans or proposals which relate to or would result in any of the events
described in Items 4(a) - (j) of Schedule 13D. However, nothing contained
herein shall prohibit the Reporting Person from developing and implementing
any such plans or proposals in the future.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of the date hereof, the Reporting Person beneficially owns
767,640 shares of the Common Stock, including 2,500 shares that can be
acquired pursuant to the exercise of stock options exercisable within the
next 60 days. According to the Issuer's Quarterly Report on Form 10-Q for the
quarterly period ended November 29, 1999, on December 31, 1999, there were
7,080,500 shares of the Common Stock outstanding. Based upon that number, the
beneficial ownership of the Reporting Person constitutes approximately 10.8%
of the Issuer's outstanding Common Stock.
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(b) The Reporting Person has the sole power to vote or to direct the
vote, and to dispose or to direct the disposition of, 767,640 shares of the
Common Stock. The option to purchase 2,500 shares of the Common Stock is
subject to the terms of the Company's Second Amended and Restated 1994 Equity
Participation Plan.
(c) On January 31, 2000, the Reporting Person purchased 24,300
shares of the Common Stock at a price of $1.8125 per share (excluding
brokerage commissions). On February 1, 2000, the Reporting Person purchased
11,000 shares of the Common Stock at a price of $2.00 per share (excluding
brokerage commissions). On February 2, 2000, the Reporting Person purchased
8,000 shares of the Common Stock at a price of $1.9063 per share (excluding
brokerage commissions). On February 9, 2000, the Reporting Person purchased
8,000 shares of the Common Stock at a price of $2.1175 per share (excluding
brokerage commissions). On February 11, 2000, the Reporting Person purchased
71,753 shares of the Common Stock at the price of $2.375 per share (excluding
brokerage commissions). Each such purchase was effected in an open market
transaction. The average cost per share of all of the Reporting Person's
purchases of the Common Stock is $2.042 (excluding brokerage commissions).
(d) No person, other than the Reporting Person, has the right to
receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, the shares of the Common Stock beneficially owned by such
Reporting Person.
(e) Not applicable.
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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.
/S/ MARSHALL S. GELLER
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Marshall S. Geller
Dated: February 15, 2000
