UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ________)
BAB Holdings, Inc.
(Name of Issuer)
Common Stock, no par value
(Title or Class of Securities)
055176 10 01
(CUSIP Number)
8501 W. Higgins Road, Suite 320, Chicago, Illinois 60631
Name: Owen Stern, Vice President, Operations Telephone Number: 773-380-6100
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
May 8, 1997
(Date of Event which Requires Filing of this Statement
CUSIP No. 055176 10 01 Page 2 of 4 Pages, not including
exhibits
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Owen Stern
Ruth Stern
Ilona Stern
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
Shares acquired in merger/sale of business
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
USA
7 SOLE VOTING POWER 0
NUMBER OF
SHARES 8 SHARED VOTING POWER 414,173
BENEFICIALLY
OWNED BY 9 SOLE DISPOSITIVE POWER Owen Stern: 140,945
Ruth Stern: 136,614
Ilona Stern: 136,614
EACH REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Owen Stern: 140,945
Ruth Stern: 136,614
Ilona Stern: 136,614
Total: 414,173
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
N/A
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (1)
5.5% Based on 7,601,288 shares outstanding
14 TYPE OF REPORTING PERSON
IN (in each case)
Page 3 of 4 Pages, not including
exhibits
ITEM 1. SECURITY AND ISSUER
BAB Holdings, Inc.
8501 W. Higgins Road, Suite 320, Chicago, Illinois 60631
Common Stock, no par value
ITEM 2. IDENTITY AND BACKGROUND
(a) Name:
Owen Stern and Ruth Stern (husband and wife) and Ilona Stern
(b) Residence or business address:
Business address of Owen Stern and Ruth Stern is c/o BAB Holdings,
Inc., 8501 W. Higgins Road, Suite 320, Chicago, IL 60631. Business
address of Ilona Stern is 20 Mill Road, Matawan, NJ.
(c) Present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which
such employment is conducted: Ruth Stern, Owen Stern and Ilona Stern
are employed by BAB Holdings, Inc. Ruth Stern is Director of
Administration -- Special Projects and Owen Stern is Vice President of
Operations -- My Favorite Muffin (an executive officer). Ilona Stern is
Director of Purchasing and Distribution.
(d) Whether or not, during the last five years, such person has been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) and, if so, give the dates, nature of conviction,
name and location of court, and penalty imposed, or other disposition
of the case:
None
(e) Whether or not, during the last five years, such person was a party to
a 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;
and, if so, identify and describe such proceedings and summarize the
terms of such judgment, decree or final order:
None
(f) Citizenship:
All three reporting persons are U.S. citizens.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
413,983 shares were acquired in a merger which effectively transferred
ownership and control of businesses owned by the reporting persons to
BAB Holdings, Inc., the issuer of the shares which are the subject of
this Schedule 13D.
ITEM 4. PURPOSE OF TRANSACTION
See response to Item 3, above.
ITEM 5 INTEREST IN SECURITIES OF THE ISSUER
(a) State the aggregate number and percentage of the class of securities
identified pursuant to Item 1 beneficially owned by each person named
in Item 2:
See Page 2, Lines 11 and 13.
(b) For each person named in response to paragraph (a), indicate the number
of shares as to which there is sole power to vote or to direct the
vote, shared power to vote or to direct the vote, sole power to dispose
or to direct the disposition, or shared power to dispose or to direct
the disposition:
See Page 2, Lines 7, 8, 9, and 10.
Page 4 of 4 Pages, not including
exhibits
(c) Describe any transactions in the class of securities reported on that
were effected during the past sixty days or since the most recent
filing on Schedule 13D (ss.240.13d-191), whichever is less, by the
persons named in response to paragraph (a):
None
(d) If any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale
or, such securities, a statement to that effect should be included in
response to this item:
None
(e) If applicable, state the date on which the reporting person ceased to
be the beneficial owner of more than five percent of the class of
securities:
Not applicable
ITEM 6 CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO THE SECURITIES OF THE ISSUER
200,000 of the 413,983 shares are held in escrow pending resolution of
certain issues related to the acquisition described in Item 3, above,
and may be canceled, in whole or in part, to offset certain
liabilities.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None. Joint filing agreement precedes signatures.
SIGNATURE; JOINT AND/OR GROUP FILING AGREEMENT
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the information set forth in this statement is true, complete and
correct.
The undersigned each acknowledge and agree that this Schedule 13D is
filed on behalf of each of them.
5/9/97 /s/ Owen Stern
Date
5/9/97 /s/ Ruth Stern
Date
5/9/97 /s/ Ilona Stern
Date
