THERMO-MIZER ENVIRONMENTAL CORP
SC 13D, 1996-12-18
MEDICAL, DENTAL & HOSPITAL EQUIPMENT & SUPPLIES
Previous: 1838 INVESTMENT ADVISORS FUNDS, 497, 1996-12-18
Next: PRICELLULAR WIRELESS CORP, S-4/A, 1996-12-18



                 December 18, 1996

VIA FEDERAL EXPRESS

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

         Re:      The Jon J. Darcy Trust for Janine Marie Darcy
                  The Jon J. Darcy Trust for Jonathan Michael Darcy
                  The Jon J. Darcy Trust for Stephen Joseph Darcy


Gentlemen:

         On behalf of The Jon J. Darcy Trust for Janine Marie Darcy,  The Jon J.
Darcy Trust for Jonathan  Michael Darcy,  and The Jon J. Darcy Trust for Stephen
Joseph Darcy. I am enclosing for filing,  pursuant to Rule 13d of the Securities
Exchange Act of 1934,  as amended (the "Act"),  eighteen (18) copies (six copies
each) of  Schedule  13D  filed by these  individuals.  One of each copy has been
manually signed.

         Please acknowledge receipt of the enclosed by file stamping the copy of
this letter and return it to me in the enclosed stamped self-addressed envelope.

                                            Very truly yours,



                                            Lauren B. Cramer

LBC
Enclosure


<PAGE>



                                        SECURITIES AND EXCHANGE COMMISSION
                                              Washington, D.C. 20549

                                                   Schedule 13D
                        Under the Securities Exchange Act of 1934
                                          (Amendment No.               )*


                                THERMO-MIZER ENVIRONMENTAL CORP.
                                                 (Name of Issuer)

                                                   COMMON STOCK
                                  (Title of Class of Securities)

                                                              883578 10 2
                                                  (CUSIP Number)

                          528 Oritan Avenue, Ridgefield, New Jersey 07657
                        (Name, Address and Telephone Number of Person
                         Authorized to Receive Notices and Communications)


                                                           December 6, 1996
                                       (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
schedule because of Rule 13d-(b)(3) or (4), check the following .

Check the  following if a fee is being paid with the statement X . (A fee is not
required  only if the  reporting  person:  (1) has a previous  statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class 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.)

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 filed 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 but shall be subject to
all other provisions of the Act (however, see the Notes).

                                         (Continued on following page(s))




<PAGE>



CUSIP No.             883578 10 2   13D               
          ---------------------------------------------      


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

         The Jon J. Darcy Trust for Janine Marie Darcy U/A/D June 18, 1981 
         (the "Janine Trust")

2.       CHECK IF A MEMBER OF A GROUP*              (A)

                                                    (B)    X


3.       SEC USE ONLY



4.       SOURCE OF FUNDS*

         $60,000 loan from Jon J. Darcy at 8% annual interest, due on 
         December 1, 1997.

5.       CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 
         ITEMS 2(d) OR 2(e)



6.       CITIZENSHIP OR PLACE OF ORGANIZATION


         United States of America

NUMBER OF SHARES
7.       SOLE VOTING POWER

                                    147,177 Shares
BENEFICIALLY      8.       SHARED VOTING POWER

OWNED BY                            0
                  9.       SOLE DISPOSITIVE POWER
EACH
                                    147,177
REPORTING         10.      SHARES DISPOSITIVE POWER

PERSON                              0

WITH

11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  147,177
12.      CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* X
                                                                  ----

13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11      ____%

14.      TYPE OF REPORTING PERSON*                   Individual

                                       *SEE INSTRUCTIONS BEFORE FILLING OUT!




<PAGE>




The Jon J. Trust for Janine Marie Darcy
13D
December 12, 1996

Item 1.           Security and Issuer

         This 13D is filed in relation to the shares of Common Stock,  $.001 par
value,  of  Thermo-Mizer   Environmental  Corp.,  a  Delaware  corporation  (the
"Company").  On December 6, 1996, William Benack,  completed delivery of 109,681
shares of Common  Stock  being  purchased  by The Jon J. Darcy  Trust for Janine
Marie Darcy.  The 109,681 shares of Common Stock  included  13,433 Public Shares
have been registered  under the Securities Act of 1933 (the "Public Shares") and
96,248 shares of Common Stock which are  "restricted  securities"  as defined by
Rule 144 promulgated under the 1933 Act (the "Restricted Shares").. The purchase
prices is allocated as follows:  the Restricted  Shares at the price of $.53 per
share and Public Shares at the price of $.85 per share.

Item 2.           Identity and Background

         This  statement  is being  filed by the Jon J.  Darcy  Trust for Janine
Marie  Darcy  U/A/D June 18,  1981 (the  "Janine  Trust")  having an address c/o
Jonathan M. Darcy, 2702 Jacqueline Drive, Apt. H23, Wilmington,  Delaware 19810.
To the best of the knowledge of the trustee for the Janine  Trust,  she has not,
during the last five years,  been party to a criminal or civil  proceeding  of a
judicial or  administrative  body of competent  jurisdiction  and as a result of
such proceeding 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.

Item 3            Source of Funds

         The Janine  Trust  purchased  the shares  from  William B.  Benack,  an
officer and director of the Company through a loan from Jon J. Darcy. The Janine
Trust was loaned $60,000 at 8% annual interest, due on December 1, 1996.

Item 4            Purpose of Transaction

         The Janine Trust acquired the Company's  Common Stock for investment in
the Company.

Item 5            Interest in Securities of the Issuer
                  ------------------------------------

         As of December 6, 1996,  the Janine  Trust  beneficially  owns  147,177
shares of Common Stock.  The Janine  Trust,  whose trustee is Jonathan M. Darcy,
disclaims  beneficial  ownership of 147,177  shares of Common Stock owned by the
Jon J. Darcy Trust for Jonathan Michael Darcy U/A/D June 18, 1981, whose trustee
is Joseph Sikora.

Item 6            Contracts, Arrangements, Understandings or Relationships 
with Respect to Securities
             -----------------------------------------------------------
                  of the Issuer
                  -------------


<PAGE>



         The Purchase Agreement dated as of September 27, 1996 between the
Janine Trust and William B. Benack, provided for the sale of 109,681 shares of 
Common Stock as described in Paragraph 1.  Pursuant to the Purchase Agreement, 
Mr. Benack also sold 109,681 shares of common stock to each of the other
trusts:  
The Jon J. Darcy Trust for Jonathan Michael Darcy U/A/D June 18, 1981 and 
The Jon J. Darcy Trust for Stephen Joseph Darcy U/A/D June 18, 1981.  
Mr. Benack was formerly the Co-Chairman of the Board and a Director of the 
Company.

Item 7            Material to be Filed as Exhibits
                  --------------------------------

         Exhibit 1:        Purchase Agreement dated as of September 27, 1996.

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.


Dated:  December 12, 1996                         \s|  Jonathan M. Darcy
                                                  ----------------------
                                                     Jonathan M. Darcy, trustee




























<PAGE>



                                        SECURITIES AND EXCHANGE COMMISSION
                                              Washington, D.C. 20549

                                                   Schedule 13D

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


                                         THERMO-MIZER ENVIRONMENTAL CORP.
                                                 (Name of Issuer)

                                                   COMMON STOCK
                                           (Title of Class of Securities)

                                                   883578 10 2
                                                  (CUSIP Number)

                                  528 Oritan Avenue, Ridgefield,
                                  New Jersey 07657
                                  (Name, Address and Telephone Number of Person
                                Authorized to Receive Notices and
                                 Communications)


                                                           December 6, 1996
                                       (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
schedule because of Rule 13d-(b)(3) or (4), check the following .

Check the  following if a fee is being paid with the statement X . (A fee is not
required  only if the  reporting  person:  (1) has a previous  statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class 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.)

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 filed 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 but shall be subject to
all other provisions of the Act (however, see the Notes).

                                         (Continued on following page(s))




<PAGE>



CUSIP No.             883578 10 2                  13D  

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

         The Jon J. Darcy Trust for Jonathan  Michael  Darcy U/A/D June 18, 1981
(the "Jon Trust").

2.       CHECK IF A MEMBER OF A GROUP*                (A)

                                                      (B)    X


3.       SEC USE ONLY



4.       SOURCE OF FUNDS*

         $60,000 loan from Jon J. Darcy at 8% annual interest, due on 
         December 1, 1997.

5.       CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 
         ITEMS 2(d) OR 2(e)



6.       CITIZENSHIP OR PLACE OF ORGANIZATION


         United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.  SOLE VOTING POWER
          147,177  shares

8.  SHARED VOTING POWER

               0

9.  SOLE DISPOSITIVE POWER

           147,177

10. SHARES DISPOSITIVE POWER

              0

11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  147,177

12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*  X
                                              ----

13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)    ____%

14. TYPE OF REPORTING PERSON*                   Individual

                                       *SEE INSTRUCTIONS BEFORE FILLING OUT!




<PAGE>



The Jon J. Trust for Jonathan Michael Darcy
13D
December 12, 1996

Item 1.           Security and Issuer

         This 13D is filed in relation to the shares of Common Stock,  $.001 par
value,  of  Thermo-Mizer   Environmental  Corp.,  a  Delaware  corporation  (the
"Company").  On December 6, 1996, William Benack,  completed delivery of 109,681
shares of Common  Stock being  purchased  by The Jon J. Darcy Trust for Jonathan
Michael Darcy.  The 109,681 shares of Common Stock included 13,433 Public Shares
have been registered  under the Securities Act of 1933 (the "Public Shares") and
96,248 shares of Common Stock which are  "restricted  securities"  as defined by
Rule 144 promulgated under the 1933 Act (the "Restricted Shares").  The purchase
prices is allocated as follows:  the Restricted  Shares at the price of $.53 per
share and Public Shares at the price of $.85 per share.

Item 2            Identity and Background

         This  statement  is being filed by the Jon J. Darcy Trust for  Jonathan
Michael Darcy U/A/D June 18, 1981 (the "Jon Trust") having an address c/o Joseph
Sikora, Highland Florist, Ruckman Road, Hillsdale, New Jersey 07642. To the best
of the knowledge of the trustee for the Jon Trust,  he has not,  during the last
five  years,  been  party to a criminal  or civil  proceeding  of a judicial  or
administrative body of competent jurisdiction and as a result of such proceeding
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.

Item 3            Source of Funds

         The Jon Trust  purchased the shares from William B. Benack,  an officer
and director of the Company through a loan from Jon J. Darcy.  The Jon Trust was
loaned $60,000 at 8% annual interest, due on December 1, 1997.

Item 4            Purpose of Transaction

         The Jon Trust acquired the Company's Common Stock for investment in the
Company.


Item 5            Interest in Securities of the Issuer
                  ------------------------------------

         As of December 6, 1996, the Jon Trust beneficially owns 147,177 
shares of Common Stock. The Jon Trust, whose trustee is Joseph Sikora,
disclaims beneficial ownership of 147,177 shares of Common Stock owned by the 
Jon J. Darcy Trust for Janine Marie Darcy U/A/D June 18, 1981, whose trustee is 
Jonathan M. Darcy.

Item 6            Contracts, Arrangements, Understandings or Relationships with 
Respect to Securities of the Issuer


<PAGE>



         The Purchase Agreement dated as of September 27, 1996 between the Jon 
Trust and William B. Benack, provided for the sale of 109,681 shares of 
Common Stock as described in Paragraph 1.
Pursuant to the Purchase Agreement, Mr. Benack also sold 109,681 shares of
common stock to each of the other trusts:  The Jon J. Darcy Trust for 
Janine Marie Darcy U/A/D June 18, 1981 and The Jon J. Darcy Trust for 
Stephen Joseph Darcy U/A/D June 18, 1981.  Mr. Benack was formerly the Co-
Chairman of the Board and a Director of the Company.

Item 7            Material to be Filed as Exhibits
                  --------------------------------

         Exhibit 1:        Purchase Agreement dated as of September 27, 1996.

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.



Dated: December 12, 1996                          \s|  Joseph Sikora
                                                  ------------------
                                                     Joseph Sikora, trustee



























<PAGE>



                                        SECURITIES AND EXCHANGE COMMISSION
                                              Washington, D.C. 20549

                                                   Schedule 13D

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


                                         THERMO-MIZER ENVIRONMENTAL CORP.
                                                 (Name of Issuer)

                                                   COMMON STOCK
                                       (Title of Class of Securities)

                                                              883578 10 2
                                                  (CUSIP Number)

                                  528 Oritan Avenue, Ridgefield,
                                  New Jersey 07657
                                  (Name, Address and Telephone Number of Person
                            Authorized to Receive Notices and Communications)


                                                           December 6, 1996
                                       (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
schedule because of Rule 13d-(b)(3) or (4), check the following .

Check the  following if a fee is being paid with the statement X . (A fee is not
required  only if the  reporting  person:  (1) has a previous  statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class 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.)

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 filed 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 but shall be subject to
all other provisions of the Act (however, see the Notes).

                                         (Continued on following page(s))




<PAGE>



CUSIP No.             883578 10 2                 13D                 
          -------------------------------------          -------    -----      


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

         The Jon J. Darcy  Trust for  Stephen  Joseph  Darcy U/A/D June 18, 1981
(the "Stephen Trust").

2.       CHECK IF A MEMBER OF A GROUP*                (A)
                                                      (B)    X


3.       SEC USE ONLY



4.       SOURCE OF FUNDS*

         $60,000 loan from Jon J. Darcy at 8% annual interest, due on 
          December 1, 1996

5.       CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
         ITEMS 2(d) OR 2(e)



6.       CITIZENSHIP OR PLACE OF ORGANIZATION


         United States of America

NUMBER OF
                  7.       SOLE VOTING POWER
SHARES
                                    147,177 shares
BENEFICIALLY      8.       SHARED VOTING POWER

OWNED BY                            0
                  9.       SOLE DISPOSITIVE POWER
EACH
                                    147,177
REPORTING         10.      SHARES DISPOSITIVE POWER

PERSON                              0

WITH

11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  147,177
12.      CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*   X
                                                    ----

13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)        ____%

14.      TYPE OF REPORTING PERSON*                   Individual

                                       *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>



The Jon J. Trust for Stephen Joseph Darcy
13D
December 12, 1996

Item 1.           Security and Issuer

         This 13D is filed in relation to the shares of Common Stock,  $.001 par
value,  of  Thermo-Mizer   Environmental  Corp.,  a  Delaware  corporation  (the
"Company").  On December 6, 1996, William Benack,  completed delivery of 109,681
shares of Common  Stock  being  purchased  by the Jon J. Darcy Trust for Stephen
Joseph Darcy.  The 109,681 shares of Common Stock included  13,434 Public Shares
have been registered  under the Securities Act of 1933 (the "Public Shares") and
96,247 shares of Common Stock which are  "restricted  securities"  as defined by
Rule 144 promulgated under the 1933 Act (the "Restricted Shares").  The purchase
prices is allocated as follows:  the Restricted  Shares at the price of $.53 per
share and Public Shares at the price of $.85 per share.

Item 2            Identity and Background

         This  statement  is being  filed by the Jon J. Darcy  Trust for Stephen
Joseph  Darcy U/A/D June 18, 1981 (the  "Stephen  Trust")  having an address c/o
Raymond Breltenbach, 65 Glen Road, Woodcliff Lake, New Jersey 07675. To the best
of the  knowledge of the trustee of the Stephen  Trust,  he has not,  during the
last five years,  been party to a criminal or civil  proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
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.

Item 3            Source of Funds

         The Stephen  Trust  purchased  the shares from  William B.  Benack,  an
officer  and  director  of the  Company  through a loan from Jon J.  Darcy.  The
Stephen Trust was loaned $60,000 at 8% annual interest, due on December 1, 1997.

Item 4            Purpose of Transaction

         The Stephen Trust acquired the Company's Common Stock for investment in
the Company.

Item 5            Interest in Securities of the Issuer
                  ------------------------------------

         As of December 6, 1996,  the Stephen  Trust  beneficially  owns 147,177
shares of Common Stock.



<PAGE>



Item 6            Contracts, Arrangements, Understandings or Relationships with
                  Respect to Securities of the Issuer
                  
         The Purchase Agreement dated as of September 27, 1996 between the 
Stephen Trust and William B. Benack, provided for the sale of 109,681 shares of 
Common Stock as described in Paragraph 1.  Pursuant to the Purchase Agreement, 
Mr. Benack also sold 109,681 shares of common stock to each of the other
trusts: 
 The Jon J. Darcy Trust for Janine Marie Darcy U/A/D June 18, 1981 and The 
Jon J. Darcy Trust for Jonathan Michael Darcy U/A/D June 18, 1981.  Mr. Benack 
was formerly the Co-Chairman of the Board and a Director of the Company.

Item 7            Material to be Filed as Exhibits
                  --------------------------------

         Exhibit 1:        Purchase Agreement dated as of September 27, 1996.

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.



Dated: December 12, 1996                          \s|  Raymond Breltenbach
                                                  ------------------------
                                                Raymond Breltenbach, Trustee





<PAGE>




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission