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CUSIP No. 874687106 Page 2 of 9
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Saad. A. Alissa
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a)
(b)
3 SEC USE ONLY
4. SOURCE OF FUNDS:
PF
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:
Kingdom of Saudi Arabia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
8. SHARED VOTING POWER
613,800
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
613,800
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
613,800
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES:
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
6.11%
14. TYPE OF REPORTING PERSON:
IN
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CUSIP No. 874687106 Page 3 of 9
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Abdullatif Ali Alissa Est.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a)
(b)
3 SEC USE ONLY
4. SOURCE OF FUNDS:
OO
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:
Kingdom of Saudi Arabia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
8. SHARED VOTING POWER
613,800
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
613,800
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
613,800
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
6.11%
14. TYPE OF REPORTING PERSON:
OO
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CUSIP No. 874687106 Page 4 of 9
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Financial Investors Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a)
(b)
3 SEC USE ONLY
4. SOURCE OF FUNDS:
OO
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:
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
8. SHARED VOTING POWER
613,800
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
613,800
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
613,800
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
6.11%
14. TYPE OF REPORTING PERSON:
OO
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Page 5 of 9
SCHEDULE 13D
(Amendment No. 1)
NOTE: All capitalized terms used in this Amendment No. 1 and not
defined herein shall have the same meaning as in the statement of Saad A.
Alissa on Schedule 13D dated August 31, 1994. Except as expressly stated
below, there have been no material changes in the information contained in
such Schedule 13D.
Item 2. Identity and Background
The persons filing this statement are:
1) Abdullatif Ali Alissa Est., a sole proprietorship
organized under the laws of the Kingdom of Saudi Arabia (the
"Establishment"). The Establishment's principal business is importing and
operating a dealership for General Motors and Isuzu Motors automobiles, spare
parts and accessories. The Establishment's executive officers and directors
are Abdullatif Ali Alissa - Chairman; Saad A. Alissa - President; and
Abdulmohsen Abdullatif Ali Alissa - Vice President. The principal business
address and principal office address of the Establishment and each of its
officers and directors is P.O. Box 192, Alkhobar 81962, Saudi Arabia.
2) Saad A. Alissa an individual whose business address
is P.O. Box 192, Alkhobar 81962, Saudi Arabia. Mr. Alissa's principal
occupation is President of the Establishment.
3) Financial Investors Limited, a Cayman Islands
corporation ("FIL") of which the Establishment is the sole shareholder. FIL's
principal business address and principal office address is c/o Saad A. Alissa,
P.O. Box 1111, West Wind Building, 2nd Floor, Grand Cayman, Cayman Islands,
BWI. Mr. Alissa is the sole director and Secretary and The Secretary Ltd., a
company organized in the Cayman Islands, is the Assistant Secretary of FIL.
None of the Establishment, Mr. Alissa, FIL or the executive
officers and directors of the Establishment or FIL during the past five years,
has been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors), or was a party to a civil proceeding of a judicial or
administrative body resulting in a judgment, decree or final
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Page 6 of 9
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 5. Interest in Securities of the Issuer
Mr. Alissa is deemed to be the indirect beneficial owner of
an aggregate of 613,800 shares of Common Stock of the Company. Such shares are
directly owned by FIL, which is wholly owned by the Establishment. The
613,800 shares of the Company's Common Stock represents 6.11% of the
outstanding Common Stock of the Company.
The Establishment, Mr. Alissa and FIL share the power to vote
or dispose of the shares of Common Stock owned by FIL.
The following table sets forth information with respect to
all purchases and sales of Common Stock by Mr. Alissa and the Establishment
during the past 60 days:
<TABLE>
<CAPTION>
Date of Number of Type of Price
Transaction Shares Transaction Per Share
<S> <C> <C> <C>
8/09/94 9,200 Open Market Purchase $6.75
8/10/94 3,000 Open Market Purchase 6.75
8/11/94 4,400 Open Market Purchase 6.75
8/12/94 4,500 Open Market Purchase 6.75
8/15/94 4,400 Open Market Purchase 6.75
8/16/94 5,800 Open Market Purchase 6.75
8/17/94 10,000 Open Market Purchase 6.75
8/18/94 10,000 Open Market Purchase 6.75
8/18/94 4,500 Open Market Purchase 6.625
8/19/94 200 Open Market Purchase 6.75
8/22/94 4,900 Open Market Purchase 6.75
8/23/94 5,000 Open Market Purchase 6.75
9/15/94 5,000 Open Market Purchase 8.50
9/16/94 5,000 Open Market Purchase 8.375
9/19/94 5,000 Open Market Purchase 8.50
9/20/94 5,000 Open Market Purchase 8.375
9/21/94 1,500 Open Market Purchase 8.125
9/21/94 5,000 Open Market Purchase 8.250
9/22/94 5,000 Open Market Purchase 8.125
9/23/94 5,000 Open Market Purchase 7.875
9/23/94 5,000 Open Market Purchase 8.00
9/28/94 2,700 Open Market Purchase 7.750
</TABLE>
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Page 7 of 9
<TABLE>
<CAPTION>
Date of Number of Type of Price
Transaction Shares Transaction Per Share
<S> <C> <C> <C>
9/29/94 500 Open Market Purchase 8.125
9/29/94 5,000 Open Market Purchase 8.250
9/30/94 4,500 Open Market Purchase 8.125
10/03/94 10,000 Open Market Purchase 8.50
10/04/94 6,000 Open Market Purchase 8.625
10/05/94 5,000 Open Market Purchase 8.625
10/06/94 10,000 Open Market Purchase 8.750
10/10/94 10,000 Open Market Purchase 8.750
10/10/94 7,800 Open Market Purchase 8.875
10/12/94 5,000 Open Market Purchase 9.00
</TABLE>
[This space left intentionally blank]
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Page 8 of 9
SIGNATURES
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.
ABDULLATIF ALI ALISSA EST.
Dated: October __, 1994 By: /s/ Saad A. Alissa
Saad A. Alissa, President
Dated: October __, 1994 /s/ Saad A. Alissa
Saad A. Alissa
FINANCIAL INVESTORS LIMITED
Dated: October __, 1994 By: /s/ Saad A. Alissa
Saad A. Alissa, Secretary
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Page 9 of 9
STATEMENT REQUIRED BY RULE 13d-1(f)
The foregoing amendment to Schedule 13D and any further amendments
thereto with respect to the Common Stock of Talley Industries, Inc. is a
single joint filing on behalf of the persons named below pursuant to the
provisions of Rule 13d-1(f) of the Securities Exchange Act of 1934.
ABDULLATIF ALI ALISSA EST.
Dated: October __, 1994 By: /s/ Saad A. Alissa
Saad A. Alissa, President
Dated: October __, 1994 /s/ Saad A. Alissa
Saad A. Alissa
FINANCIAL INVESTORS LIMITED
Dated: October __, 1994 By: /s/ Saad A. Alissa
Saad A. Alissa, Secretary
