-----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, AK00+2D7prRRVe4uzJzcUBy5f98nEEwWc4Wf65+wIXkAoJjPa7seyHs55o9gKoLm zB7IWhiA2ZcmQbNzSUTvnA== 0000893750-99-000322.txt : 19990624 0000893750-99-000322.hdr.sgml : 19990624 ACCESSION NUMBER: 0000893750-99-000322 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990623 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SEAGRAM CO LTD CENTRAL INDEX KEY: 0000088188 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-50475 FILM NUMBER: 99651025 BUSINESS ADDRESS: STREET 1: 1430 PEEL ST STREET 2: H3A 1S9 CITY: MONTREAL QUEBEC CANA STATE: A8 BUSINESS PHONE: 5148495271 MAIL ADDRESS: STREET 1: C/O JOSEPH E SEAGRAM & SONS INC STREET 2: 375 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10152 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRONFMAN EDGAR M ET AL CENTRAL INDEX KEY: 0001000372 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 2124553575 MAIL ADDRESS: STREET 1: BRONFMAN EDGAR M ET AL STREET 2: 375 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10152 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Information to be Included in Statements Filed Pursuant to 13d-1(a) and Amendments Thereto Filed Pursuant to 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 15)* THE SEAGRAM COMPANY LTD. (Name of Issuer) common shares without nominal or par value (Title of Class of Securities) 811850 10 6 (CUSIP Number) Sarah E. Cogan Simpson Thacher & Bartlett 425 Lexington Avenue, New York, New York 10017 (212) 455-3575 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 21, 1999 (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 Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box /__/. Note: Schedule filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Sections 240.13d- 7(b) 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). PAGE 1 of 40 PAGES SCHEDULE 13D CUSIP No. 811850 10 6 Page 2 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EDGAR M. BRONFMAN, individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman, as Managing Partner of Bronfman Associates, as trustee of a certain charitable foundation and as voting trustee under a certain voting trust agreement. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 732,441 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 1,726,688 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 732,441 WITH 10 SHARED DISPOSITIVE POWER 60,344,960 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 62,563,733 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.4 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 3 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON THE HON. CHARLES R. BRONFMAN, individually, as a manager of a certain general partner of CRB Associates, Limited Partnership, as director or trustee of certain charitable foundations and as voting trustee under certain voting trust agreements. 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 Canada 7 SOLE VOTING POWER NUMBER OF SHARES 104,922,869 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 1,750,688 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 524,101 WITH 10 SHARED DISPOSITIVE POWER 4,874,520 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 106,673,557 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 24.7 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 4 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PHYLLIS LAMBERT 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 Canada 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 5 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON SAMUEL BRONFMAN II, individually and as trustee of a certain charitable foundation. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 141,741 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 240,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 141,741 WITH 10 SHARED DISPOSITIVE POWER 240,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 381,741 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 6 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EDGAR BRONFMAN, JR., individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman and as trustee of a certain charitable foundation. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 2,639,840 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 240,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 2,639,840 WITH 10 SHARED DISPOSITIVE POWER 60,345,262 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 62,985,102 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.5 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 7 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MATTHEW BRONFMAN, individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman and as director of a certain charitable foundation. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 240 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 240 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 240 WITH 10 SHARED DISPOSITIVE POWER 60,104,844 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 60,105,084 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 8 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON STEPHEN R. BRONFMAN, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as director of certain charitable foundations. 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 Canada 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 24,240 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 24,998,404 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,998,404 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 9 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ELLEN J. BRONFMAN HAUPTMAN, individually, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as director of a certain charitable foundation. 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 Canada 7 SOLE VOTING POWER NUMBER OF SHARES 24,000 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 24,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 24,000 WITH 10 SHARED DISPOSITIVE POWER 21,718,164 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,742,164 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.0 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 10 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON HAROLD R. HANDLER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 60,104,604 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 60,104,604 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 11 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MAYO A. SHATTUCK III, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 60,104,604 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 60,104,604 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 12 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON JOHN L. WEINBERG, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 12,000 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 12,000 WITH 10 SHARED DISPOSITIVE POWER 60,104,604 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 60,116,604 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 13 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ARNOLD M. LUDWICK, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as a director of certain charitable foundations. 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 Canada 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 24,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 24,998,164 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,998,164 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 14 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ROBERT S. VINEBERG, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 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 Canada 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 24,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 21,664,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,664,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.0 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 15 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GARY J. GARTNER, as a manager of a certain general partner of CRB Associates, Limited Partnership and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 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 Canada 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 24,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 6,300,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,300,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.5 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 16 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON STEVEN H. LEVIN, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 24,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 6,300,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,300,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.5 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 17 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON JEFFREY D. SCHEINE, as a manager of a certain general partner of CRB Associates, Limited Partnership and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 24,000 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 6,300,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,300,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.5 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 18 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON TREVOR CARMICHAEL, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 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 Barbados 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 14,320,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,320,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.4 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 19 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NEVILLE LEROY SMITH, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 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 Barbados 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 14,320,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,320,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.4 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 20 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BRUCE I. JUDELSON, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 302,760 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 302,760 WITH 10 SHARED DISPOSITIVE POWER 14,320,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,622,760 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.4 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 21 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON STANLEY N. BERGMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 1,486,332 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 1,420,004 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,486,332 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 22 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON DR. GUIDO GOLDMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 1,486,332 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 1,420,004 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,486,332 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 23 of 40 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LEONARD M. NELSON, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement. 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 United States 7 SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIAL- 8 SHARED VOTING POWER LY OWNED BY 1,486,332 EACH 9 SOLE DISPOSITIVE POWER REPORTING PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 1,420,004 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,486,332 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION Page 24 of 40 Pages Item 5. Interest in Securities of the Issuer. Item 5 of the Statement on Schedule 13D, as amended, to which this amendment relates (the "Schedule 13D"), filed pursuant to Rule 13d-1 of the Rules and Regulations under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with respect to the common shares without nominal or par value (the "Shares") of The Seagram Company Ltd. ("Seagram"), is hereby supplemented as follows: Current Ownership. As of the date hereof, Bronfman Associates, a New York general partnership ("BA"), owns 58,618,088 Shares or approximately 13.6% of the outstanding Shares. Edgar M. Bronfman is the Managing Partner of BA and the other partners of BA are the Edgar Miles Bronfman Trust (the "EMBT"), which holds a 99% general partnership interest, and the children of Edgar M. Bronfman, including Samuel Bronfman II, Edgar Bronfman, Jr. and Matthew Bronfman. The EMBT owns no Shares directly. Edgar M. Bronfman, Edgar Bronfman, Jr., Matthew Bronfman, Harold R. Handler, Mayo A. Shattuck III and John L. Weinberg are the trustees of the EMBT and of the PBBT/Edgar Miles Bronfman Family Trust (the "PBBT/EMBFT"), which are trusts for the benefit of Edgar M. Bronfman and his descendants. The PBBT/EMBFT owns 1,486,516 Shares or approximately 0.34% of the outstanding Shares. The C. Bronfman Family Trust (the "C.BFT"), The Charles Rosner Bronfman Family Trust (the "CRBFT"), The Charles Bronfman Trust II (the "CBT II") and The Charles R. Bronfman Discretionary Trust (the "CRBDT"), trusts for the benefit of Charles R. Bronfman and his descendants, own directly 14,320,000 Shares, 20,364,000 Shares, 5,000,000 Shares and 302,760 Shares, or approximately 3.3%, 4.7%, 1.2% and 0.07% of the outstanding Shares, respectively. Trevor Carmichael, Neville LeRoy Smith and Bruce I. Judelson are the trustees of the C.BFT. Stephen R. Bronfman, Ellen J. Bronfman Hauptman, Arnold M. Ludwick and Robert S. Vineberg are the trustees of the CRBFT, and Gary J. Gartner, Steven H. Levin and Jeffrey D. Scheine are the trustees of the CBT II. Bruce I. Judelson is the trustee of the CRBDT. CRB Associates, Limited Partnership, a Connecticut limited partnership ("CRB Associates"), owns directly 1,300,000 Shares, or approximately 0.3% of the outstanding Shares. The general partners of CRB Associates are the CRBFT, which holds a 51.04% general partnership interest, and Claridge Israel LLC ("Claridge Israel"), which holds a 48% general partnership interest. Stephen R. Bronfman holds a 0.96% limited partnership interest in CRB Associates. Charles R. Bronfman, Gary J. Gartner and Jeffrey D. Scheine are the managers of Claridge Israel, and The Charles Bronfman Trust (the "CBT") and The Charles R. Bronfman Trust (the "CRBT") are the members of Claridge Israel. Neither the CBT nor the CRBT owns any Shares directly. Gary J. Gartner, Steven H. Levin and Jeffrey D. Scheine are the trustees of the CBT and of the CRBT, which are trusts for the benefit of Charles R. Bronfman and his descendants. Page 25 of 40 Pages The Saidye Rosner Bronfman Ruby Trust (the "Ruby Trust") and the Saidye Rosner Bronfman Topaz Trust (the "Topaz Trust," and together with the Ruby Trust, the "de Gunzburg Trusts"), trusts for the benefit of descendants of the late Minda de Gunzburg, own 1,320,000 Shares and 100,004 Shares, or approximately 0.31% and 0.02% of the outstanding Shares, respectively. Stanley N. Bergman, Dr. Guido Goldman and Leonard M. Nelson are the trustees of the de Gunzburg Trusts. Edgar M. Bronfman, Charles R. Bronfman and the late Minda de Gunzburg are siblings. The Claridge Foundation, a charitable foundation the members and directors of which include Charles R. Bronfman, Stephen R. Bronfman and Arnold M. Ludwick, owns 3,280,000 Shares or approximately 0.76% of the outstanding Shares. The Chastell Foundation, a charitable foundation the members and directors of which include Charles R. Bronfman, Stephen R. Bronfman, Ellen J. Bronfman Hauptman and Arnold M. Ludwick, owns 54,164 Shares or approximately 0.01% of the outstanding Shares. The Samuel Bronfman Foundation, a charitable foundation the trustees of which include Edgar M. Bronfman, Charles R. Bronfman, Samuel Bronfman II and Edgar Bronfman, Jr., owns 240,000 Shares or approximately 0.06% of the outstanding Shares. The Samuel and Saidye Bronfman Family Foundation, a charitable foundation the directors of which include Matthew Bronfman and Stephen R. Bronfman, owns 240 Shares. Edgar M. Bronfman owns directly 240 Shares, holds currently exercisable options to acquire 732,201 Shares and serves as an executor of an estate which owns 356 Shares; Charles R. Bronfman owns directly 1,000 Shares, holds currently exercisable options to acquire 523,101 Shares and serves as an executor of an estate which owns 356 Shares; Samuel Bronfman II owns directly 240 Shares and holds currently exercisable options to acquire 141,501 Shares; Edgar Bronfman, Jr. owns directly 240 Shares, holds currently exercisable options to acquire 2,639,600 Shares and, through an investment in the Joseph E. Seagram & Sons, Inc. 401(k) Plan with a value of $20,312.62 as of August 31, 1998, owns indirectly approximately 658 Shares; Matthew Bronfman owns directly 240 Shares; Ellen J. Bronfman Hauptman owns directly 24,000 Shares and John L. Weinberg owns directly 12,000 Shares. Except with respect to Shares held by Edgar Bronfman, Jr. through the 401(k) Plan, each of such persons has the sole power to vote, or direct the voting of, and the sole power to dispose of, or direct the disposition of, the Shares stated to be owned directly by such person. In addition, the spouse of Edgar M. Bronfman owns directly 1,840 Shares, and the spouse of Charles R. Bronfman owns indirectly 12,000 Shares. The power to vote, or direct the voting of, and the power to dispose of, or direct the disposition of, the Shares beneficially owned by each of the aforementioned trusts is shared by the respective trustees of such trusts, except that the authority of the trustees to vote and dispose of Page 26 of 40 Pages the Shares beneficially owned by the trusts is limited by the voting trust agreements and right of first refusal agreement described below. Charles R. Bronfman is the voting trustee under a Voting Trust Agreement dated August 3, 1984, as amended, covering 103,122,768 Shares owned directly or indirectly by the EMBT, the PBBT/EMBFT, the C.BFT, the CRBFT, the CBT II, The Claridge Foundation and The Chastell Foundation and an additional 1,276,000 Shares owned indirectly by the CRBFT, the CBT and the CRBT through CRB Associates. See Item 6 - "Voting Trust Agreements" of the Schedule 13D. Edgar M. Bronfman, Charles R. Bronfman, Stanley N. Bergman, Leonard M. Nelson and Dr. Guido Goldman are the voting trustees under a Voting Trust Agreement dated May 15, 1986 covering the 1,420,004 Shares owned by the de Gunzburg Trusts, and 66,328 Shares owned by Jean de Gunzburg. See Item 6 - "Voting Trust Agreements" of the Schedule 13D. The Shares subject to the aforementioned voting trusts are subject to a right-of-first-refusal agreement. See Item 6 - "Right of First Refusal Agreements" of the Schedule 13D. Each person identified in the Schedule 13D expressly disclaims any beneficial interest in the Shares, except for those Shares which are stated to be owned directly by such person, and except to the extent of such person's beneficial interest in a trust which owns such Shares. Except to the extent expressly provided in agreements described in the Schedule 13D, the persons filing this statement expressly disclaim (i) that the trustees of the trusts referred to in the Schedule 13D act as a group with the trustees of any other trusts referred to in the Schedule 13D, and (ii) that any group exists with respect to the Shares referred to in the Schedule 13D. The number of Shares over which the trustees of the trusts described herein and Samuel Bronfman II exercise voting or dispositive power, either sole or shared, are set forth on the cover pages hereto. Percentages set forth on such cover pages and in this Item 5 are based on the 432,479,724 Shares outstanding as of June 10, 1999, as adjusted to give effect to the public offering by Seagram of 29,000,000 Shares consummated on June 21, 1999. Recent Transactions. On March 2, 1999, Robert S. Vineberg indirectly sold 53,200 Shares owned by him in a private sale to a third party at an average price per Share of $45.70. Page 27 of 40 Pages On May 4, 1999, the CRBFT transferred 160,000 Shares to Columbus Capital Corporation ("Columbus"), a wholly owned subsidiary of the CRBFT, in exchange for shares in Columbus. On May 5, 1999, Columbus donated the 160,000 Shares to The CRB Foundation, a charitable foundation the members and directors of which include Charles R. Bronfman, Stephen R. Bronfman and Arnold M. Ludwick. On May 10, 1999, Philotecton Canada Inc. ("Philotecton") donated the 750,000 Shares owned directly by it to the Canadian Centre for Architecture, a not-for-profit corporation. After giving effect to such transaction, Phyllis Lambert, the sister of Edgar M. Bronfman, Charles R. Bronfman and the late Minda de Gunzburg, no longer owned any Shares. On May 19, 1999, Stephen R. Bronfman transferred 24,000 Shares owned directly by him to CRB Associates ("CRB Associates") in exchange for a limited partnership interest in CRB Associates. On May 19, 1999, the CRBFT transferred 1,276,000 Shares owned directly by it to CRB Associates in exchange for a general partnership interest in CRB Associates. On May 21, 1999, Charles R. Bronfman exercised employee stock options for 1,000 Shares at an exercise price per Share of $23.6560. On June 8, 1999, Claridge Israel contributed $65,925,000 to CRB Associates in exchange for a 48% general partnership interest in CRB Associates. On June 8, 1999, each of the CRBT and the CBT sold 600,000 Shares to CRB Associates in a private sale at a price per Share of $54.9375. On June 9, 1999, the CRBFT contributed 2,000,000 Shares to Esarbee Investments Limited ("Esarbee") in exchange for all of the shares of Esarbee. On June 10, 1999, Esarbee contributed such 2,000,000 Shares to 3576981 Canada Inc. in exchange for all of the shares of 3576981 Canada Inc. On June 15, 1999, Esarbee transferred all of its shares of 3576981 Canada Inc. and, thus, indirectly all of the 2,000,000 Shares then owned by 3576981 Canada Inc.,to Seagram in exchange for 2,000,000 newly issued Shares. Seagram was fully indemnified for its participation in the exchange and had its expenses related to the exchange reimbursed. On June 21, 1999, the C.BFT, CRB Associates, Esarbee, the CRBT, the CBT, The Chastell Foundation and The CRB Foundation (the "Selling Shareholders") closed on the sale of an aggregate of 8,000,000 Shares as part of a public offering of Shares by Seagram and the Selling Shareholders in the United States, Canada and internationally (the "Public Offering") at a price per Share (excluding underwriting discounts) of $50.125, in the following amounts: Page 28 of 40 Pages Seller Number of Shares The C. Bronfman Family Trust 2,000,000 CRB Associates, Limited Partnership 1,200,000 Esarbee Investments Limited 2,000,000 The Charles R. Bronfman Trust 1,100,000 The Charles Bronfman Trust 1,100,000 The Chastell Foundation 440,000 The CRB Foundation 160,000 After giving effect to such transactions, neither Esarbee nor the CRB Foundation owned any Shares. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Item 6 of the Schedule 13D is hereby supplemented as follows: The Selling Shareholders and certain of the entities described herein have entered into "lock-up" agreements dated June 15, 1999 with the underwriters of the Public Offering. Pursuant to such agreements, each of the Selling Shareholders and such entities has agreed not to dispose of or hedge any of the Shares owned by it (other than the Shares offered in the Public Offering) or securities convertible into or exchangeable for Shares during the period beginning on June 15, 1999 and continuing through September 13, 1999, except with the prior written consent of Goldman, Sachs & Co., the Global Coordinator of the Public Offering. The form of lock-up agreement is filed herewith and incorporated herein by reference. Item 7. Material to be Filed as Exhibits. A. Form of Lock-up Agreement. Page 29 of 40 Pages Signatures After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: June 23, 1999 EDGAR M. BRONFMAN, individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman, as Managing Partner of Bronfman Associates, as trustee of a certain charitable foundation and as voting trustee under a certain voting trust agreement by: /s/ Harold R. Handler Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) THE HON. CHARLES R. BRONFMAN, individually, as a manager of a certain general partner of CRB Associates, Limited Partnership, as director or trustee of certain charitable foundations and as voting trustee under certain voting trust agreements by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 30 of 40 Pages PHYLLIS LAMBERT by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) SAMUEL BRONFMAN II, individually and as trustee of a certain charitable foundation by: /s/ Harold R. Handler Harold R. Handler Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) EDGAR BRONFMAN, JR., individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman and as trustee of a certain charitable foundation by: /s/ Harold R. Handler Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) Page 31 of 40 Pages MATTHEW BRONFMAN, individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman and as director of a certain charitable foundation by: /s/ Harold R. Handler Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) STEPHEN R. BRONFMAN, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as director of certain charitable foundations by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) ELLEN J. BRONFMAN HAUPTMAN, individually, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as director of a certain charitable foundation by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) /s/ Harold R. Handler HAROLD R. HANDLER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman Page 32 of 40 Pages MAYO A. SHATTUCK III, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler Harold R. Handler Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) JOHN L. WEINBERG, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) ARNOLD M. LUDWICK, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as a director of certain charitable foundations by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 33 of 40 Pages ROBERT S. VINEBERG, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) GARY J. GARTNER, as a manager of a certain general partner of CRB Associates, Limited Partnership and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) STEVEN H. LEVIN, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 34 of 40 Pages JEFFREY D. SCHEINE, as a manager of a certain general partner of CRB Associates, Limited Partnership and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) TREVOR CARMICHAEL, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) NEVILLE LEROY SMITH, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 35 of 40 Pages BRUCE I. JUDELSON, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) /s/ Stanley N. Bergman STANLEY N. BERGMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement /s/ Guido Goldman DR. GUIDO GOLDMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement /s/ Leonard M. Nelson LEONARD M. NELSON, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement Page 36 of 40 Pages EXHIBIT INDEX Sequentially Description of Exhibit Numbered Page A. Form of Lock-up Agreement 37 Page 37 of 40 Pages EXHIBIT A The Seagram Company Ltd. Lock-Up Agreement June 15, 1999 Goldman, Sachs & Co. Bear, Stearns & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated Credit Suisse First Boston Corporation PaineWebber Incorporated Salomon Smith Barney Inc. Blaylock & Partners L.P. As representatives of the Several U.S. Underwriters Goldman Sachs International Bear, Stearns International Merrill Lynch International Morgan Stanley & Co. International Limited As representatives of the Several International Underwriters Goldman Sachs Canada CIBC World Markets Inc. RBC Dominion Securities Inc. Nesbitt Burns Inc. As representatives of the Canadian Underwriters c/o Goldman, Sachs & Co. 85 Broad Street New York, NY 10004 Re: The Seagram Company Ltd. - Lock-Up Agreement Ladies and Gentlemen: The undersigned understands that Goldman, Sachs & Co., Bear, Stearns & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated, Credit Suisse First Boston Corporation, PaineWebber Incorporated, Salomon Smith Barney Inc. and Blaylock & Partners L.P., as representatives (the "U.S. Representatives"), propose to enter into an underwriting agreement (the "U.S. Underwriting Agreement") on behalf of the several U.S. Underwriters named in Schedule I to such agreement (collectively, the "U.S. Underwriters"), with The Seagram Company Ltd., a Page 38 of 40 Pages Canadian corporation (the "Company") and certain of its shareholders (the "Selling Shareholders"), providing for a public offering of the common shares of the Company (the "Shares") pursuant to a Registration Statement on Form S- 3, filed with the Securities and Exchange Commission (the "SEC"), and that Goldman Sachs International, Bear, Stearns International, Merrill Lynch International and Morgan Stanley & Co. International Limited, acting as representatives of the international syndicate (the "International Representatives"), propose to enter into an underwriting agreement (the "International Underwriting Agreement") on behalf of the several International Underwriters named in Schedule I to such agreement (collectively, the "International Underwriters") with the Company and the Selling Shareholders, and that Goldman Sachs Canada, CIBC World Markets Inc., RBC Dominion Securities Inc. and Nesbitt Burns Inc., acting as representatives (collectively, the "Canadian Representatives", and together with the U.S. Representatives and the International Representatives, the "Representatives") of the several Canadian Underwriters (together with the U.S. Underwriters and the International Underwriters, the "Underwriters") named in Schedule I to the agreement between the Canadian Underwriters and the Company (the "Canadian Underwriting Agreement", and together with the U.S. Underwriting Agreement and the International Underwriting Agreement, the "Underwriting Agreement") propose to enter into the Canadian Underwriting Agreement with the Company. In consideration of the agreement by the Underwriters to offer and sell the Shares, and of other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the undersigned agrees that, during the period beginning from the date of the final Prospectus covering the public offering of the Shares and continuing to and including the date 90 days after the date of such final Prospectus, the undersigned will not offer, sell, contract to sell, pledge, or otherwise dispose of any Shares of the Company, or any securities convertible into, exchangeable for or that represent the right to receive Shares of the Company, or any such substantially similar securities, whether now owned or hereinafter acquired, owned directly by the undersigned (including holding as a custodian) (collectively the "Undersigned's Shares"). The foregoing restriction is expressly agreed to preclude the undersigned from engaging in any hedging or other transaction which is designed to or which reasonably could be expected to lead to or result in a sale or disposition of the Undersigned's Shares even if such Shares would be disposed of by someone other than the undersigned. Such prohibited hedging or other transactions would include without limitation any short sale or any purchase, sale or grant of any right (including without limitation any put or call option) with respect to any of the Undersigned's Shares or with respect to any security that includes, relates to, or derives any significant part of its value from such Shares. Notwithstanding the foregoing, the undersigned may transfer the Undersigned's Shares (I) to Bronfman Permitted Transferees or (II) to other Page 39 of 40 Pages persons with the prior written consent of Goldman, Sachs & Co. on behalf of the Underwriters; provided that such transferee shall have agreed with Goldman, Sachs & Co., acting on behalf of the Underwriters, to be bound by the terms of this Lock-Up Agreement for the balance of the lock-up period remaining at the time of such transfer. "Bronfman Permitted Transferees" means: i) Edgar Miles Bronfman and his immediate family and lineal descendants; ii) the spouses of any one or more of the foregoing; iii) any trust of which any one or more of such persons is a beneficiary; iv) a partnership in which one or more of the foregoing entities owns a majority equity interest; and v) any company directly or indirectly under the Control of one or more of the foregoing. Control means, in the case of a company or corporation, the beneficial ownership of (a) voting securities carrying not less than 50.1% of the votes that may be cast at a meeting of shareholders of the company (other than meetings of a particular class); and (b) securities carrying the right to receive not less than 50.1% of the residual assets of a company upon liquidation or dissolution, after provision for any shares entitled to receive property of a fixed or determinable value upon liquidation or dissolution in priority to the right of any other class or classes of shares. "Immediate family" means any relationship by blood, marriage or adoption, not more remote than first cousin. Except as contemplated by clause (I) or (II) above, for the duration of this Lock-Up Agreement the undersigned will have good and marketable title to the Undersigned's Shares, free and clear of all liens, encumbrances, and claims whatsoever, except for such liens, encumbrances and claims in respect of the Undersigned's Shares as are in existence on the date hereof. [The rest of this page intentionally left blank] Page 40 of 40 Pages The undersigned understands that the Company and the Underwriters are relying upon this Lock-Up Agreement in proceeding toward consummation of the offering. The undersigned further understands that this Lock-Up Agreement is irrevocable and shall be binding upon the undersigned's heirs, legal representatives, successors, and assigns. Very truly yours, ------------------------- ------------------------- Authorized Signature ------------------------- Title -----END PRIVACY-ENHANCED MESSAGE-----