-----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, WhsSIKqZwAJIDU432Y56c0J5dOU1hq7JOIXGvL6ZKfVGKBsa7BRS85I9VhoTDFnQ 8m614lLyo6F5fXpitkbhCg== 0001047469-99-013831.txt : 19990408 0001047469-99-013831.hdr.sgml : 19990408 ACCESSION NUMBER: 0001047469-99-013831 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990407 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CANDIES INC CENTRAL INDEX KEY: 0000857737 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 112481930 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-41257 FILM NUMBER: 99588605 BUSINESS ADDRESS: STREET 1: 2975 WESTCHESTER AVE CITY: PURCHASE STATE: NY ZIP: 10577 BUSINESS PHONE: 9146948600 MAIL ADDRESS: STREET 1: 2975 WESTCHESTER AVE CITY: PURCHASE STATE: NY ZIP: 10577 FORMER COMPANY: FORMER CONFORMED NAME: MILLFELD TRADING CO INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CARUSO MICHAEL CENTRAL INDEX KEY: 0001071490 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2925 MOUNTAIN MAPLE LANE CITY: JACKSON STATE: WY ZIP: 83001 MAIL ADDRESS: STREET 1: 2925 MOUNTAIN MAPLE LANE CITY: JACKSON STATE: WY ZIP: 83001 SC 13G 1 SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ___________) CANDIE'S INC. ------------------------------------------------------------ (Name of Issuer) Common Stock $0.001 Par Value ------------------------------------------------------------ (Title of Class of Securities) 137409 10 8 ------------------------------------------------------------ (CUSIP Number) March 31, 1999 ------------------------------------------------------------ (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: / / Rule 13d-1(b) /X/ Rule 13d-1(c) / / Rule 13d-1(d) *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. 137409 10 8 13G Page 2 of 6 Pages 1 NAMES OF REPORTING PERSONS S.S. or I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Michael Caruso 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___ (b) ___ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY 1,886,597 OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER -0- 7 SOLE DISPOSITIVE POWER 1,886,597 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,886,597 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.6% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP No. 137409 10 8 13G Page 3 of 6 Pages 1 NAMES OF REPORTING PERSONS S.S. or I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Claudio Trust Dated February 2, 1990 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___ (b) ___ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY 1,886,597 OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER -0- 7 SOLE DISPOSITIVE POWER 1,886,597 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,886,597 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.6% 12 TYPE OF REPORTING PERSON* OO *SEE INSTRUCTION BEFORE FILLING OUT! Page 4 of 6 Item 1(a) Name of Issuer: Candie's, Inc. IRS No. 11-2481930 Item 1(b) Address of Issuer's Principal Executive Offices: 2975 Westchester Avenue, Purchase, New York 10577 Item 2(a) Name of Person Filing: Michael Caruso and Claudio Trust Dated February 2, 1990 Item 2(b) Address of Principal Business Office or, if none, Residence: 2925 Mountain Maple Lane, Jackson, Wyoming 83001 Item 2(c) Citizenship: U.S.A. Item 2(d) Title of Class of Securities: Common Stock $0.001 par value Item 2(e) CUSIP Number: 137409 10 8 Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c) (c) [ ] Insurance Company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c) (d) [ ] Investment Company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8) (e) [ ] An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); (g) [ ] A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813) (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Section 240.13d-1(c), check this box. [X] Item 4. Ownership. The following information concerns the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount Beneficially Owned: 1,886,597 shares All shares are held of record by the Claudio Trust dated February 2, 1990, a revocable trust of which Michael Caruso is the trustee. Page 5 of 6 (b) Percent of Class: 10.6% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 1,886,597 (ii) shared power to vote or to direct the vote -0- (iii) sole power to dispose or to direct the disposition of 1,886,597 (iv) shared power to dispose or to direct the disposition of -0- Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable Item 8. Identification and Classification of Members of the Group. Not Applicable Item 9. Notice of Dissolution of Group. Not Applicable Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 6 of 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. April 6, 1999 - ------------------- Date Michael Caruso, individually By: /s/ Mark R. Levy -------------------------------- Mark R. Levy, Attorney-in-Fact Michael Caruso, as Trustee of the Claudio Trust Dated February 2, 1990 By: /s/ Mark R. Levy -------------------------------- Mark R. Levy, Attorney-in-Fact POWER OF ATTORNEY Know all by these presents, that each of the undersigned hereby constitutes and appoints Mark R. Levy and Stephen R. Duerr, and each of them, as each of the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned (i) Forms 3, 4 and 5 under Section 16(a) of the Securities Exchange Act of 1934 (the "Act") and the rules promulgated thereunder, relating to the undersigned's being a beneficial shareholder of Candie's, Inc. (the "Company"), and (ii) originals of and amendments to Schedules 13D and 13G under Regulation 13D-G of the Act and the rules promulgated thereunder (collectively, the "Securities Filings"); (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute and such Securities Filings and file such forms with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with the Act. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file any of the Securities Filings with respect to securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, the each of the undersigned has caused this Power of Attorney to be executed as of this 25th day of March, 1999. MICHAEL CARUSO /s/ Michael Caruso ------------------------------- Signature CLAUDIO TRUST DATED FEBRUARY 2, 1990 By: /s/ Michael Caruso ---------------------------- Michael Caruso, Trustee -----END PRIVACY-ENHANCED MESSAGE-----