TENNEY ENGINEERING INC
SC 13D/A, 1995-10-03
GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC
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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)

                           TENNEY ENGINEERING, INC.
                               (Name of Issuer)

                    Common Stock, Par Value $.10 per share
                        (Title of Class of Securities)

                                  880625-10-8
                                (CUSIP Number)

                                 Martin Pelman
                         c/o TENNEY ENGINEERING, INC.
          1090 Springfield Road, Union, NJ 07083  Tel. - 908-686-7870
                 (Name, Address and Telephone Number of Person
               Authorized to Receive Notices and Communications)

                                October 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
X.  (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).

                       (Continued on following page(s))

                               Page 1 of 4 Pages<PAGE>
CUSIP No. 880625-10-8      
                       SCHEDULE 13D         Page 2 of 4 Pages 

 1    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Robert S. Schiffman ####-##-####

 2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*           
                                                           (a)
                                                                 
                                                           (b)

 3    SEC USE ONLY

 4    SOURCE OF FUNDS*

 5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
      PURSUANT TO ITEMS 2(d) or 2(e)

 6    CITIZENSHIP OR PLACE OF ORGANIZATION

            U.S.A.

 NUMBER OF              7     SOLE VOTING POWER
   SHARES                           423,395
BENEFICIALLY            8     SHARED VOTING POWER
  OWNED BY                            2,419
    EACH                9     SOLE DISPOSITIVE POWER
  REPORTING                         423,395
   PERSON              10     SHARED DISPOSITIVE POWER
    WITH                              2,419

11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            426,309

12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
      SHARES*

13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
            11.4%

14    TYPE OF REPORTING PERSON*
            IN

                     *SEE INSTRUCTIONS BEFORE FILLING OUT!<PAGE>
Item 1.Security and 
                       Issuer.

            Common Stock of Tenney Engineering, Inc. ("Tenney"), 1090
            Springfield Road, Union, New Jersey 07083

Item 2.     Identity and Background.

            The reporting person is Robert S. Schiffman, a United
            States citizen, whose business address is c/o Tenney
            Engineering, Inc., 1090 Springfield Road, Union, New
            Jersey 07083.  Mr. Schiffman's principal occupation is
            Chairman, President and Chief Executive Officer of
            Tenney.  Mr. Schiffman has had no involvement in any
            judicial or administrative proceeding of a type required
            to be disclosed hereunder.

Item 3.     Source and Amount of Funds or Other Consideration.

            Not applicable.

Item 4.     Purpose of Transaction

            Not applicable.

Item 5.     Interest in Securities of the Issuer.

            As of the date hereof, the reporting person owns an
            aggregate of 538,395 shares of Tenney common stock as to
            which he has sole voting and dispositive power.  In
            addition, the reporting person shares voting and
            dispositive power with respect to 2,914 shares of Tenney
            common stock registered in the name of his wife.  

            On June 1, 1995, the reporting person received a stock
            option pursuant to Tenney's 1995 Incentive Stock Option
            Plan to purchase 65,000 shares of Tenney's common stock
            at a purchase price of $.257812 per share.  The option
            is exercisable between December 2, 1995 and May 31, 1998.

            The aggregate number of shares owned by the reporting
            person and his wife and subject to option is 426,309 and
            represents approximately 11.4% of Tenney' outstanding
            shares.

Item 6.     Contracts, Arrangements, Understandings or Relationships
            with Respect to Securities of the Issuer.

            Not applicable.

Item 7.     Material to be filed as Exhibits.

            Not applicable.


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.


s/Robert S. Schiffman
Signature

Robert S. Schiffman                        Date:  October 3, 1995
Name 

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                 Schedule 13D

                   Under the Securities Exchange Act of 1934
                              (Amendment No.    )

                           TENNEY ENGINEERING, INC.
                               (Name of Issuer)

                    Common Stock, Par Value $.10 per share
                        (Title of Class of Securities)

                                  880625-10-8
                                (CUSIP Number)

                               Walter Gottesman
                         c/o Tenney Engineering, Inc.
                             1090 Springfield Road
                    Union, New Jersey 07083  (201) 686-7870
                 (Name, Address and Telephone Number of Person
               Authorized to Receive Notices and Communications)

                               November 22, 1982
                     (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
X.  (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 filed 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).

                       (Continued on following page(s))
                               Page 1 of 3 Pages<PAGE>
CUSIP No. 880625-10-8         
                           13D            Page 2 of 3 Pages 

 1    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Robert S. Schiffman ####-##-####

 2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*           
                                                         (a)
                                                                 
                                                         (b)

 3    SEC USE ONLY

 4    SOURCE OF FUNDS*

 5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED    
      PURSUANT TO ITEMS 2(d) or 2(e)

 6    CITIZENSHIP OR PLACE OF ORGANIZATION

            U.S.A.

 NUMBER OF              7     SOLE VOTING POWER
   SHARES                           230,032
BENEFICIALLY            8     SHARED VOTING POWER
  OWNED BY                              533
    EACH                9     SOLE DISPOSITIVE POWER
  REPORTING                         230,032
   PERSON              10     SHARED DISPOSITIVE POWER
    WITH                                533

11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            230,565

12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
      SHARES* X               
            Excludes 42,798 shares registered in the names of minor 
            children of Mr. Robert S. Schiffman

13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
            10.4%

14    TYPE OF REPORTING PERSON*
            IN

                     *SEE INSTRUCTIONS BEFORE FILLING OUT!<PAGE>
Item 1.Security and
                    Issuer.

            Common Stock of Tenney Engineering, Inc. ("Tenney"), 1090
            Springfield Road, Union, New Jersey 07083

Item 2.     Identity and Background.

            The reporting person is Robert S. Schiffman, a United
            States citizen, whose business address is c/o Tenney
            Engineering, Inc., 1090 Springfield Road, Union, New
            Jersey 07083.  Mr. Schiffman's principal occupation is
            President of Tenney.  Mr. Schiffman has had no
            involvement in any judicial or administrative proceeding
            of a type required to be disclosed hereunder.

Item 3.     Source and Amount of Funds or Other Consideration.

            Not Applicable.

Item 4.     Purpose of Transaction

            The reporting person is President and a Director of
            Tenney, and may, with his immediate family, be in control
            of Tenney.  The reporting person's holdings of Tenney
            stock were previously included in filings made by a group
            which has now been dissolved.  Accordingly, the reporting
            person is now filing separately.

Item 5.     Interest in Securities of the Issuer.

            As of the date hereof, the reporting person owns an
            aggregate of 230,032 shares of Tenney common stock as to
            which he has sole voting and dispositive power.  In
            addition, the reporting person shares voting and
            dispositive power with respect to 533 shares of Tenney
            common stock registered in the name of his wife.  The
            aggregate number of shares, 230,565, represents
            approximately 10.4% of Tenney' outstanding shares.

            The reporting person sold 5,000 shares of Tenney common
            stock by means of sales effected on the American Stock
            Exchange by a registered securities dealer.  The dates
            of these sales were November 5, 1982, November 16, 1982
            and November 17, 1982 and the average price per share of
            the shares sold was $4.93.

Item 6.     Contracts, Arrangements, Understandings or Relationships
              with Respect to Securities of the Issuer.

            Not Applicable.

Item 7.     Material to be filed as Exhibits.

            Not Applicable.

      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.

Date

s/Robert S. Schiffman
Signature

Robert S. Schiffman
Name 


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