-----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, HEFAi4kDIrBbooBQHDd/n8DjOGQtewiT6EZNEZoob9HP797vkHab5J5vsUFUZdnV T9PSrjt9Q3EZpkaJgQW8Nw== 0000950152-96-002699.txt : 19960531 0000950152-96-002699.hdr.sgml : 19960531 ACCESSION NUMBER: 0000950152-96-002699 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960530 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FABRI CENTERS OF AMERICA INC CENTRAL INDEX KEY: 0000034151 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 340720629 STATE OF INCORPORATION: OH FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-09398 FILM NUMBER: 96574655 BUSINESS ADDRESS: STREET 1: 5555 DARROW RD CITY: HUDSON STATE: OH ZIP: 44236 BUSINESS PHONE: 2166562600 MAIL ADDRESS: STREET 1: 5555 DARROW ROAD CITY: HUDSON STATE: OH ZIP: 44236 FORMER COMPANY: FORMER CONFORMED NAME: CLEVELAND FABRIC SHOPS INC DATE OF NAME CHANGE: 19681216 FORMER COMPANY: FORMER CONFORMED NAME: CLEVELAND FABRIC SHOPS INC NUMBER THREE DATE OF NAME CHANGE: 19681216 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROSSKAMM BETTY CENTRAL INDEX KEY: 0000901369 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 5555 DARROW ROAD CITY: HUDSON STATE: OH ZIP: 44236 BUSINESS PHONE: 2166562600 MAIL ADDRESS: STREET 1: 5555 DARROW ROAD CITY: HUDSON STATE: OH ZIP: 44236 SC 13D 1 BETTY ROSSKAMM/FABRI-CENTERS SC 13D 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ------------------ SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. __ )(1) FABRI-CENTERS OF AMERICA, INC. - ------------------------------------------------------------------------------- (Name of issuer) Class A Common Shares, without par value - ------------------------------------------------------------------------------- (Title of class of securities) 302846 20 9 - ------------------------------------------------------------------------------- (CUSIP number) Alan Rosskamm, Fabri-Centers of America, Inc., 5555 Darrow Road, Hudson, Ohio 44236 (216) 656-2600 - ------------------------------------------------------------------------------- (Name, address and telephone number of person authorized to receive notices and communications) May 21, 1996 - ------------------------------------------------------------------------------- (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. (Continued on following pages) (Page 1 of __ Pages) - ------------- 1 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 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). 2
SCHEDULE 13D - ----------------------------------------------------------------------------------------------------------------------------------- - ---------------------------------------------------- ------------------------------------------------------- CUSIP No. 302846 20 9 13D Page 2 of 6 Pages --------------------------------------- --------- --------- - ---------------------------------------------------- ------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Mrs. Betty Rosskamm - ----------------------------------------------------------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| - ----------------------------------------------------------------------------------------------------------------------------------- 3 SEC USE ONLY - ----------------------------------------------------------------------------------------------------------------------------------- 4 SOURCE OF FUNDS PF,00* - ----------------------------------------------------------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) | | - ----------------------------------------------------------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ----------------------------------------------------------------------------------------------------------------------------------- 7 SOLE VOTING POWER NUMBER OF 785,813** SHARES ------------------------------------------------------------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH ------------------------------------------------------------------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 785,813** ------------------------------------------------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER - ----------------------------------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 785,813** - ----------------------------------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |X| Mrs. Rosskamm disclaims beneficial ownership as to 2,830 Class A Common Shares held on behalf of Martin Rosskamm through the Fabri- Centers of America, Inc. Employees' Savings and Profit-Sharing Plan. These shares are not included in the number of shares reported in Items 7-11 above or reflected in Item 13 below. - ----------------------------------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.8% - ----------------------------------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON IN - -----------------------------------------------------------------------------------------------------------------------------------
3 * Of the Class A Common Shares reported, 534,128 are beneficially owned by Mrs. Rosskamm by virtue of her status as executor of her husband's estate. Prior to becoming executor of her husband's estate, Mrs. Rosskamm had disclaimed beneficial ownership of these shares. The majority of additional Class A Common Shares reported by this Schedule as beneficially owned by Mrs. Rosskamm were acquired over a number of years and were generally purchased using personal funds. ** Includes 4,846 and 244 Class A Common Shares held, respectively, through the company stock and PAYSOP funds of the Fabri-Centers of America, Inc. Employees' Savings and Profit Sharing Plan as of March 31, 1996, with regard to which Mrs. Rosskamm has sole voting and dispositive control. Mrs. Rosskamm has no voting or dispositive control over the 2,541 and 289 Class A Common Shares held, respectively, through the company stock and PAYSOP funds of such plan on behalf of Martin Rosskamm and Mrs. Rosskamm disclaims beneficial ownership of these shares. Also includes 50,000 Class A Common Shares held by The Rosskamm Family Partnership with regard to which Mrs. Rosskamm has sole voting and dispositive control as the general partner. 4 SCHEDULE 13D Item 1. Security and Issuer. (a) Class A Common Shares, without par value (b) Fabri-Centers of America, Inc. 5555 Darrow Road Hudson, Ohio 44236 Item 2. Identity and Background (a) Betty Rosskamm (b) 5555 Darrow Road Hudson, Ohio 44236 (c) Mrs. Rosskamm is Senior Vice President and Secretary of Fabri-Centers of America, Inc. Mrs. Rosskamm also is a member of The Fabri-Centers of America, Inc. Board of Directors. (d) Not Applicable (e) Not Applicable (f) United States Item 3. Source and Amount of Funds or Other Consideration Prior to Mr. Rosskamm's death, the majority of the Class A Common Shares beneficially owned by Mrs. Rosskamm had been acquired over a number of years and were generally purchased using personal funds. In connection with her husband's death, Mrs. Rosskamm became the beneficial owner of 622,353 Class A Common Shares by virtue of her status as executor of her husband's estate. Prior to becoming executor of her husband's estate, Mrs. Rosskamm had disclaimed beneficial ownership of these shares. Item 4. In connection with her husband's death, Mrs. Rosskamm became the beneficial owner of 622,353 Class A Common Shares by virtue of Mrs. Rosskamm's status as executor of her husband's estate. Prior to becoming executor of her husband's estate, Mrs. Rosskamm had disclaimed beneficial ownership of these shares. On May 21, 1996, as executor of the estate, Mrs. Rosskamm sold 88,225 Class A Common Shares from the estate's holdings. Item 5. Interest in Securities of the Issuer. (a) The aggregate number of Class A Common Shares beneficially owned by Mrs. Rosskamm is 785,813, which comprises 8.8% of the outstanding Class A Common Shares of Fabri-Centers of America, Inc. The number of Class A Common Shares reported includes 4,846 and 244 shares held, respectively, through the company stock and PAYSOP funds of the Fabri-Centers of America, Inc. Employees' Savings and Profit Sharing Plan as of March 31, 1996 and 50,000 Class A Common Shares held by The Rosskamm Family 5 Partnership, with regard to which Mrs. Rosskamm has sole voting and dispositive control as the general partner. Mrs. Rosskamm has no voting or dispositive control over the 2,541 and 289 Class A Common Shares held, respectively, through the company stock and PAYSOP funds of the Employees' Savings and Profit Sharing Plan on behalf of Martin Rosskamm and Mrs. Rosskamm disclaims beneficial ownership of these shares. (b) 785,813 Class A Common Shares -- sole power to vote or to direct the vote 785,813 Class A Common Shares -- sole power to dispose or to direct the disposition (c) On May 21, 1996, as executor of the estate, Mrs. Rosskamm sold 88,225 Class A Common Shares from the estate's holdings. The Class A Common Shares were sold in market transactions on the New York Stock Exchange at a price per share of $13.25. (d) Not Applicable (e) Not Applicable Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None Item 7. Material to Be Filed as Exhibits. None 6 SIGNATURE 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. May 29, 1996 /s/ Betty Rosskamm ---------------------------------------- Betty Rosskamm -----END PRIVACY-ENHANCED MESSAGE-----