-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LfMzOhnBgGg2U0gT/nJMpgjSeYfbsgMBbKVeOTUYyIStyAzQeHgkq6lcPYmWNoWY Uz7Fp9IBJiBwFJWSs2h5+g== 0000919574-99-001079.txt : 19991018 0000919574-99-001079.hdr.sgml : 19991018 ACCESSION NUMBER: 0000919574-99-001079 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991015 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ELDER BEERMAN STORES CORP CENTRAL INDEX KEY: 0000032020 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 310271980 STATE OF INCORPORATION: OH FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-53669 FILM NUMBER: 99729545 BUSINESS ADDRESS: STREET 1: 3155 ELBEE RD CITY: DAYTON STATE: OH ZIP: 45439 BUSINESS PHONE: 9372962700 MAIL ADDRESS: STREET 1: 3155 EL BEE ROAD CITY: DAYTON STATE: OH ZIP: 45439 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BENNETT JAMES D CENTRAL INDEX KEY: 0001027829 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O BENNETT MANAGEMENT CORP STREET 2: 2 STAMFORD PLZ STE 1501 261 TRESSER BLVD CITY: STAMFORD STATE: CT ZIP: 06901 BUSINESS PHONE: 2033533101 MAIL ADDRESS: STREET 1: C/O BENNETT MANAGEMENT CORP STREET 2: 2 STAMFORD PLZ STE 1501 261 TRESSER BLVD CITY: STAMFORD STATE: CT ZIP: 06901 SC 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No.: * Name of Issuer: The Elder-Beerman Stores Corp. Title of Class of Securities: Common Stock CUSIP Number: 284470101 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) James D. Bennett, Bennett Management Corporation, 2 Stamford Plaza, Suite 1501, 281 Tresser Boulevard, Stamford, CT 06901; (203) 353-3101 (Date of Event which Requires Filing of this Statement) October 6, 1999 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 [ ]. 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 the disclosures provided in a prior cover page. The information required in 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). CUSIP No. 284470101 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person James D. Bennett 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds AF 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization USA Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 838,500 9. Sole Dispositive Power: 10. Shared Dispositive Power: 838,500 11. Aggregate Amount Beneficially Owned by Each Reporting Person 838,500 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 2 13. Percent of Class Represented by Amount in Row (11) 5.4% 14. Type of Reporting Person IN 3 Item 1. Security and Issuer This statement relates to the Common Stock (the "Shares") of The Elder-Beerman Stores Corp. (the "Issuer"). The Issuer's principal executive office is located at 3155 El-Bee Road, Dayton, Ohio 45439. Item 2. Identity and Background This statement is being filed on behalf of James D. Bennett. Mr. Bennett's principal office is located at 2 Stamford Plaza, Suite 1501, 281 Tresser Boulevard, Stamford, Connecticut 06901. The principal business of Mr. Bennett is to act as an investment manager. Mr. Bennett has not, during the last five years, been convicted in any criminal proceeding. Mr. Bennett has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in 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 violations with respect to such laws. Mr. Bennett is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration As of the date hereof, Mr. Bennett is deemed to beneficially own 838,500 Shares. The Shares which Mr. Bennett is deemed to benefically own are held on behalf of certain 4 investment entities over which Mr. Bennett has investment discretion. The 838,500 Shares were purchased in open market transactions at an aggregate cost of $6,026,568. The funds for the purchase of the Shares came from each investment entitity's own funds. No leverage was used to purchase any of the Shares. Item 4. Purpose of Transaction The Shares beneficially owned by Mr. Bennett were acquired for investment purposes. Mr. Bennett may acquire additional Shares, dispose of all or some of the Shares from time to time, in each case in open market transactions, block sales or purchases or otherwise, or may continue to hold the Shares. Mr. Bennett has communicated and intends to continue communicating with management and shareholders of the Issuer to: discuss company business, make proposals including a proposal that the company tender for a significant portion of its shares and/or take other actions with respect to the company should he deem such actions appropriate. Item 5. Interest in Securities of the Issuer As of the date hereof, Mr. Bennett is deemed to be the beneficial owner of 838,500 Shares of the Issuer. Based on the Issuer's latest 10-Q, there were a total of 15,550,993 Shares outstanding as of September 9, 1999. Therefore, Mr. Bennett is deemed to beneficially own 5.4% of 5 the outstanding Shares. Mr. Bennett has the shared power to vote, direct the vote, dispose of or direct the disposition of all of the Shares. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer Mr. Bennett does not have any contract, arrangement, understanding or relationship with any person with respect to the Shares. Item 7. Material to be Filed as Exhibits 1. A description of the transactions in the Shares that were effected by Mr. Bennett in the 60 days preceeding October 6, 1999 is filed herewith as Exhibit A. Signature The undersigned, after reasonable inquiry and to the best of their knowledge and belief, certify that the information set forth in this statement is true, complete and correct. /s/ James D. Bennett James D. Bennett Date: October 15, 1999 6 75252000.BD3 Exhibit A Schedule of Transactions Shares Purchased Price Date or (Sold) Per Share 8/16/99 5,500 $5.79 8/23/99 10,000 7.63 8/23/99 35,000 7.6735 8/24/99 (14,800) 8.1644 9/3/99 5,000 7.295 9/29/99 105,000 6.563 10/5/99 5,000 6.045 10/7/99 76,600 6.313 75252000.BD3 -----END PRIVACY-ENHANCED MESSAGE-----