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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)*
BEC Group, Inc.
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(Name of Issuer)
Common Stock, $.01 Par Value
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(Title of Class of Securities)
05538A 10 7
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(CUSIP Number)
Kane Kessler, P.C., 1350 Avenue of the Americas, 26th Floor,
New York, New York 10019
Attn: Robert L. Lawrence, Esq., (212) 541-6222
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 17, 1996
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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
schedule because of Rule 13d-1(b)(3) or (4), check the following box |_|.
Check the following box if a fee is being paid with the statement | |.
(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 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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CUSIP No. 05538A 10 7
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1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Warren B. Kanders
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2 Check the Appropriate Box If a Member of a Group
a. |_|
b. |X|
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3 SEC Use Only
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4 Source of Funds*
Not Applicable
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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
United States
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7 Sole Voting Power
Number of
Shares 792,017
Beneficially --------------------
Owned By 8 Shared Voting Power
Each
Reporting 0
Person --------------------
With 9 Sole Dispositive Power
792,017
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10 Shared Dispositive Power
0
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11 Aggregate Amount Beneficially Owned by Each Reporting Person
792,017
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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)
4.6%
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14 Type of Reporting Person*
IN
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*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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This Amendment No. 1 to Schedule 13D relates to the Schedule 13D, dated May
13, 1996 (the "Schedule 13D") filed by Warren B. Kanders in connection with the
shares of common stock, par value $.01 per share (the "Common Stock"), of BEC
Group, Inc., a Delaware corporation (the "Company"), that are deemed to be
beneficially owned by Mr. Kanders. Capitalized terms not otherwise defined
herein shall have the same meanings as set forth in the Schedule 13D.
This Amendment No. 1 to Schedule 13D amends the Schedule 13d by amending
the disclosure contained in Item 5(a), (b), (c) and (e).
Item 5. Interest in Securities of the Issuer
(a) Mr. Kanders beneficially owns 792,017 shares of Common Stock of the
Company, which constitutes 4.6% of the Company's outstanding
shares of Common Stock.
(b) Mr. Kanders has the sole power to vote and the sole power to dispose of
the 792,017 shares of Common Stock of the Company that he beneficially owns.
(c) Since the filing of the Schedule 13D, Mr. Kanders has engaged in the
following transactions, all of which were effected through ordinary broker
transactions on the New York Stock Exchange:
Date Transaction Price Per Share
- ---- ----------- ---------------
6/4/96 Sold 24,400 shares $6.0026
6/6/96 Sold 21,788 shares $5.875
6/6/96 Sold 1,000 shares $6.00
6/7/96 Sold 25,000 shares $5.875
6/7/96 Sold 25,000 shares $5.75
6/10/96 Sold 30,000 shares $6.00
6/12/96 Sold 25,000 shares $5.875
6/12/96 Sold 30,000 shares $5.766
6/13/96 Sold 10,000 shares $5.875
6/13/96 Sold 25,000 shares $5.75
6/13/96 Sold 15,000 shares $5.75
6/14/96 Sold 25,000 shares $5.75
6/14/96 Sold 25,000 shares $5.625
6/17/96 Sold 50,000 shares $5.625
6/17/96 Sold 29,900 shares $5.50
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(e) On June 17, 1996, Mr. Kanders ceased to be the beneficial owner of more
than five percent (5%) of the outstanding Common Stock of the Company.
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: June 20, 1996 /s/ Warren B. Kanders
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Warren B. Kanders
