SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Amendment No. 6)
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)
November 3, 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
992,200
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
992,900
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
992,900
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
9.88%
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
314,800
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
314,800
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
314,800
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
3.13%
14. TYPE OF REPORTING PERSON:
OO
Page 6 of 8
SCHEDULE 13D
(Amendment No. 6)
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. 6 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 through
the date hereof. 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 November 3, 1995, the Filing Persons submitted to
the Company a shareholder proposal for inclusion in the
Company's Proxy Statement and Form of Proxy for the 1996
Annual Meeting of Stockholders. That proposal contains a
shareholder recommendation that the Board of Directors of
the Company, at the earliest practicable date, either
(i) redeem all of the Company's preferred stock purchase
rights ("Rights") or (ii) submit to a binding vote of the
stockholders the question of whether to retain or redeem
such Rights. It further recommends that the Rights not be
extended beyond their current expiration date of April 1,
1996 and that no successor or other rights plan be adopted
except pursuant to a vote of the stockholders.
Item 5. Interest in Securities of the Issuer
As of November 8, 1995, the Filing Persons beneficially
owned an aggregate of 992,900 shares of the Company's common
stock or about 9.88% 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 318,800 shares owned by Mr. Alissa indirectly
through GIL.
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
(Amendment No. 5) to this Schedule 13D.
Number Price
Trade of Per
Date Shares Type of Transaction Share
09/14/95 2,600 Open Market Purchase $9.000
09/14/95 10,000 Open Market Purchase 9.250
09/25/95 5,000 Open Market Purchase 9.125
09/26/95 5,000 Open Market Purchase 8.875
09/26/95 5,000 Open Market Purchase 8.875
09/27/95 5,000 Open Market Purchase 8.875
09/28/95 5,000 Open Market Purchase 8.875
09/29/95 5,000 Open Market Purchase 8.875
10/02/95 2,100 Open Market Purchase 8.875
10/02/95 1,100 Open Market Purchase 8.875
10/03/95 1,600 Open Market Purchase 8.875
10/10/95 5,000 Open Market Purchase 8.750
10/12/95 4,300 Open Market Purchase 8.750
10/13/95 5,000 Open Market Purchase 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: November 8, 1995 By: /s/ Saad A. Alissa
Saad A. Alissa, President
Dated: November 8, 1995 /s/ Saad A. Alissa
Saad A. Alissa
FINANCIAL INVESTORS LIMITED
Dated: November 8,1995 By: /s/ Saad A. Alissa
Saad A. Alissa, Secretary
GENERAL INVESTORS LIMITED
Dated: November 8, 1995 By: /s/ Saad A. Alissa
Saad A. Alissa, Secretary