-----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, VOG7XNmi4QOCwmvChnCW715q7iVYrSZvnOcmRlW4ERbH6+EXYTtcv1H4Rcf4ZcLT LkGwwFW2AKuYr1L1rfPNFA== 0001212739-03-000014.txt : 20030627 0001212739-03-000014.hdr.sgml : 20030627 20030627171321 ACCESSION NUMBER: 0001212739-03-000014 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030627 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HARBER FAGEL CENTRAL INDEX KEY: 0001212739 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: 55 E MONROE STREET 40TH FL. CITY: CHICAGO STATE: IL ZIP: 60603 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL EMPLOYMENT ENTERPRISES INC CENTRAL INDEX KEY: 0000040570 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EMPLOYMENT AGENCIES [7361] IRS NUMBER: 366097429 STATE OF INCORPORATION: IL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-40677 FILM NUMBER: 03762047 BUSINESS ADDRESS: STREET 1: ONE TOWER LANE SUITE 2100 CITY: OAKBROOK TERRACE STATE: IL ZIP: 60181 BUSINESS PHONE: 630-954-0400 MAIL ADDRESS: STREET 1: ONE TOWER LANE STREET 2: SUITE 2100 CITY: OAKBROOK TERRACE STATE: IL ZIP: 60181 FORMER COMPANY: FORMER CONFORMED NAME: OSHEA CHARLES M CORP DATE OF NAME CHANGE: 19670413 SC 13D 1 sch13d-3.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ________)* General Employment Enterprises, Inc. (Name of Issuer) Common stock, no par value per share (Title of Class of Securities) 36-9730106 (CUSIP Number) Robert B. Chapman, Esq. FagelHaber LLC 55 East Monroe Street, 40th Floor Chicago, IL 60603 (312) 346-7500 __________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) _______________________June 24, 2003_________________________ (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 that is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 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). CUSIP No. 36-9730106 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Herbert F. Imhoff, Jr. 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) X 3. SEC Use Only ................................................. 4. Source of Funds (See Instructions) N/A 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ................. 6. Citizenship or Place of Organization United States 7. Sole Voting Power 601,678 8. Shared Voting Power 9. Sole Dispositive Power 601,678 10. Shared Dispositive Power 11. Aggregate Amount Beneficially Owned by Each Reporting Person 601,678 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ........... 13. Percent of Class Represented by Amount in Row (11) 11.75% 14. Type of Reporting Person (See Instructions) IN Item 1. Security and Issuer This statement relates to the beneficial ownership of shares of common stock, no par value per share (the "Common Stock"), of General Employment Enterprises, Inc., an Illinois corporation ("Issuer"). The address of the principal executive offices of the Issuer is One Tower Lane, Suite 2100, Oakbrook Terrace, Illinois 60181. Item 2. Identity and Background (a) Herbert F. Imhoff, Jr. (b) 2005 Mustang Drive, Naperville, IL 60565 (c) Chief Executive Officer, General Employment Enterprises, Inc., One Tower Lane, Suite 2100, Oakbrook Terrace, IL 60181 (d) Mr. Imhoff has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Mr. Imhoff has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction. (f) United States of America Item 3. Source and Amount of Funds or Other Consideration On June 24, 2003, the Herbert F. Imhoff, Jr. Revocable Trust of which Mr. Imhoff is the settlor and has the power at any time to revoke, acquired 418,248 shares of the Issuer as a distribution from the estate of his father, Herbert F. Imhoff. No funds were used in this acquisition. At various times prior to the distribution from the estate, Mr. Imhoff had acquired 21,076 shares at various prices. Mr. Imhoff holds options exercisable within 60 days to acquire an additional 152,193 shares and Eric Imhoff, his minor child holds an additional 10,161 shares. Item 4. Purpose of Transaction Mr. Imhoff currently has no plans or proposals which relate to or would result in: (a) the acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the issuer; (f) any other material change in the issuer's business or corporate structure including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by section 13 of the Investment Company Act of 1940; (g) changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person; (h) causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer (a)-(b) 601,678 (11.75%) beneficially held as follows: 439,324 Herbert F. Imhoff Jr. Revocable Trust, sole voting and dispositive power 152,193 shares which may be acquired by options, sole voting and dispositive power 10,161 in the name of Eric Imhoff, sole voting and dispositive power (c) On June 24, 2003, the Herbert F. Imhoff Jr. Revocable Trust acquired 418,248 shares as a result of distribution from the estate of Mr. Imhoff's father, Herbert F. Imhoff. (d) None (e) Not Applicable Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer There are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the issuer, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Item 7. Material to Be Filed as Exhibits None 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: June 24, 2003 /s/ Herbert F. Imhoff, Jr. -----END PRIVACY-ENHANCED MESSAGE-----