SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Amendment No. 5)
Under the Securities Exchange Act of 1934
TALLEY INDUSTRIES, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
874687106
(CUSIP Number)
David J. Levenson, Esq.
Venable, Baetjer, Howard & Civiletti
1201 New York Avenue, N.W., Suite 1000
Washington, DC 20005
(202) 962-4831
(Name, Address and Telephone Number
of Person Authorized to Receive Notices
and Communications)
August 31, 1995
(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
/ /.
Page 1 of 7 Pages
CUSIP No. 874687106 Page 2 of 8
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) /X/
(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
931,200
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
931,200
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
931,200
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
9.27%
14. TYPE OF REPORTING PERSON:
IN
CUSIP No. 874687106 Page 3 of 8
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) /X/
(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
678,100
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
678,100
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
678,100
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
6.75%
14. TYPE OF REPORTING PERSON:
OO
CUSIP No. 874687106 Page 4 of 8
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) /X/
(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
678,100
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
678,100
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
678,100
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
6.75%
14. TYPE OF REPORTING PERSON:
OO
Page 5 of 8
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
General Investors Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) /X/
(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
253,100
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
253,100
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
253,100
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
2.52%
14. TYPE OF REPORTING PERSON:
OO
Page 6 of 8
SCHEDULE 13D
(Amendment No. 5)
NOTE: For convenience, Abdullatif Ali Alissa Est. (the
"Establishment"), Mr. Alissa, General Investors Limited ("GIL")
and Financial Investors Limited ("FIL") are sometimes
collectively referred to as the "Filing Persons." All
capitalized terms used in this Amendment No. 4 and not defined
herein shall have the same meaning as in the statement of Saad A.
Alissa on Schedule 13D dated August 31, 1994, as amended. Except
as expressly stated below, there have been no material changes in
the information contained in such Schedule 13D, as amended.
Item 4. Purpose of Transaction
On Thursday, August 31, 1995, in Lucerne, Switzerland, Mr.
Alissa met with William H. Mallender, Chairman of the Board and
Chief Executive Officer of the Company, and Alex Stamatakis, a
director of the Company, to discuss enhancing shareholder value
for the benefit of all shareholders of the Company. In this
connection, Mr. Alissa proposed that the Company: sell non-core
businesses; not renew the poison pill in 1996 or submit the
question of renewal to a shareholder vote; and nominate and/or
elect his designee as a director. Messrs. Mallender and
Stamatakis indicated that the proposals would be considered. No
agreement or understanding was reached.
Item 5. Interest in Securities of the Issuer
As of September 8, 1995, the Filing Persons beneficially
owned an aggregate of 931,200 shares of the Company's common
stock or about 9.27% of the 10,047,000 outstanding shares. The
aggregate beneficial ownership includes 678,100 shares owned by
Mr. Alissa indirectly through FIL, which is wholly owned by the
Establishment, and 253,100 shares owned by Mr. Alissa indirectly
through GIL.
[The number of shares previously reported by Mr. Alissa as
beneficially owned indirectly through FIL, which is owned by the
Establishment, was 680,100, which is incorrect due to an
immaterial arithmatic error of 2,000 shares. The correct number
is 678,100 shares, as reported herein.]
Page 7 of 8
The following table sets forth information with respect to
all transactions effected by and on behalf of the Filing Persons
since the last transaction reported in the last amendment to this
Schedule 13D:
Trade Number of Type of Price
Date Shares Transaction Per Share
8/24/95 5,000 Open Market Purchase $8.00
8/29/95 5,000 " " " 7.875
9/05/95 500 " " " 7.875
9/05/95 5,000 " " " 8.00
9/06/95 5,000 " " " 8.00
9/07/95 4,000 " " " 8.375
9/07/95 5,000 " " " 8.875
Page 8 of 8
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: September 11, 1995 By: /s/ Saad A. Alissa
Saad A. Alissa, President
Dated: September 11, 1995 /s/ Saad A. Alissa
Saad A. Alissa
FINANCIAL INVESTORS LIMITED
Dated: September 11, 1995 By: /s/ Saad A. Alissa
Saad A. Alissa, Secretary
GENERAL INVESTORS LIMITED
Dated: September 11, 1995 By: /s/ Saad A. Alissa
Saad A. Alissa, Secretary
