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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
UNITED AIR SPECIALISTS, INC.
(Name of Issuer)
Common Stock, without par value
(Title of Class of Securities)
205206-90928820
(CUSIP Number)
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
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
NOTE: Six copies 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 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).
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
William A. Cheney
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
N/A
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 7. SOLE VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY 8. SHARED VOTING POWER
EACH 0
REPORTING
PERSON WITH 9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0
14. TYPE OF REPORTING PERSON*
IN
2
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ITEM 1. SECURITY AND ISSUER
The name of the issuer is United Air Specialists, Inc., an Ohio
corporation (the "Company"). The address of the principal executive offices of
the Company is 4440 Creek Road, Cincinnati, Ohio 45242. The class of the
Company's securities to which this Amendment to Schedule 13D relates is its
Common Stock, without par value.
ITEM 2. IDENTITY AND BACKGROUND
(a)-(c) This Amendment to Schedule 13D is being filed by William A.
Cheney, whose business address is 4440 Creek Road, Cincinnati, Ohio 45242. Mr.
Cheney is retired.
(d)-(e) During the last five years, Mr. Cheney has not been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors)
and was not a party to any civil proceeding of a judicial or administrative body
of competent jurisdiction as a result of which he was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
(f) Mr. Cheney is a United States citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
This Amendment to Schedule 13D is being filed by Mr. Cheney to report
the disposition of shares of the Company's Common Stock.
ITEM 4. PURPOSE OF TRANSACTION
On February 28, 1997, a wholly-owned subsidiary of CLARCOR Inc.
("CLARCOR") merged with and into the Company (the "Merger"). As a result of the
Merger, all of the shares of Company Common Stock owned by Mr. Cheney, of record
and beneficially, were disposed of as follows: each such share was converted
into .3702116 shares of Common Stock, par value $1 per share, of CLARCOR. Upon
consummation of the Merger, all of the Company's outstanding shares of Common
Stock were owned directly by CLARCOR, and the Company became a wholly-owned
CLARCOR subsidiary.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Mr. Cheney is the beneficial owner of 0 shares of the Company's
Common Stock. (0%)
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(b) None.
(c) See the answer to Item 4, which is incorporated herein by
reference.
(d) None.
(e) February 28, 1997.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Not applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit 1 - Agreement and Plan of Merger dated September 23, 1996,
among United Air Specialists, Inc., CLARCOR Inc. and CUAC, Inc., filed
as an Exhibit to the Schedule 13D filed by Mr. Cheney on October 3,
1996 and incorporated herein by reference.
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
accurate.
By: /s/ WILLIAM A. CHENEY
-----------------------
William A. Cheney
Date: March 25, 1997
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