SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
ALBERTO-CULVER COMPANY
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(Name of Issuer)
CLASS A COMMON STOCK, $.22 PAR VALUE PER SHARE
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(Title of Class of Securities)
013068200
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(CUSIP Number)
Marshall E. Eisenberg Leonard H. Lavin
NEAL, GERBER & EISENBERG 2525 Armitage Avenue
Two North LaSalle Street, Suite 2200 Melrose Park, Illinois 60160
Chicago, Illinois 60602 (708) 450-3100
(312) 269-8020
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 2, 2002
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(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 Rule 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).
(Continued on following page(s))
Page 1 of 5 Pages
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CUSIP NO. 013068200 13D Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Leonard H. Lavin
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Not applicable
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
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7 SOLE VOTING POWER
NUMBER OF 922*
SHARES -----------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 7,925,412**
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 922**
PERSON -----------------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH 7,925,412**
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,926,334**
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [_]
Excluded are 407,848 Class A shares held by Lavin's spouse as trustee or
co-trustee of trusts for the benefit of their children and grandchildren
and 294 Class B shares held directly by Lavin's spouse. Lavin disclaims
beneficial ownership of such shares.
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.85%**
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14 TYPE OF REPORTING PERSON*
IN
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* SEE INSTRUCTIONS
** Includes shares of Class B Common Stock, $.22 par value per share ("Class B
shares"), which are immediately convertible at the holder's option on a
share-for-share basis into Class A shares.
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CUSIP NO. 013068200 13D Page 3 of 5 Pages
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Item 1. Security and Issuer.
Title of Class of Securities: Class A common stock, $.22 par value
per share ("Class A shares")
Name and Address of Issuer: Alberto-Culver Company (the "Company")
2525 Armitage Avenue
Melrose Park, IL 60160
Item 2. Identity and Background.
(a) Name of Person Filing: Leonard H. Lavin ("Lavin")
(b) Address: c/o Leonard H. Lavin
2525 Armitage Avenue
Melrose Park, IL 60160
(c) Principal Business: Lavin, an individual, is a Director
and Chairman of the Company.
(d) Prior Criminal Convictions: None
(e) Prior Civil Proceedings With
Respect to Federal or State
Securities Laws: None
(f) Citizenship/Organization: U.S. Citizen
Item 3. Source and Amount of Funds or Other Consideration.
On July 2, 2002 pursuant to an underwritten public offering, (i) a
trust, to which Lavin shares voting and investment power with Bernice
E. Lavin, sold 400,000 Class B shares; and (ii) the Lavin Family
Foundation, a charitable private foundation of which Lavin is the
President and a Director (the "Lavin Family Foundation"), to which
Lavin shares voting and investment power with Bernice E. Lavin and Carol
L. Bernick, sold 240,000 Class B shares, in each case at an initial
price to the public of $48.20 per share, less an underwriting discount
of $1.93 per share, for a price to Lavin (prior to expenses payable by
Lavin related to the offering) of $46.27 per share.
Item 4. Purpose of Transaction.
The transactions were for the Lavin family's estate planning rather
than corporate purposes. The transactions were not undertaken for
purposes of effecting any of the actions listed in this item.
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CUSIP NO. 013068200 13D Page 4 of 5 Pages
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Item 5. Interest in Securities of the Issuer.
(a) (i) Amount of Class A Shares Beneficially Owned: 7,926,334
shares total; 922 Class B shares held directly; 1,771,549
Class B shares and 64 Class A shares held as co-trustee of
the Bernice E. Lavin Trust, u/a/d 12/18/87 (the "BEL
Trust"); 2,073,529 Class B shares and 5,704 Class A shares
held as co-trustee of the Leonard H. Lavin Trust, u/a/d
12/18/87 (the "LHL Trust"); 1,638,335 Class B shares held as
co-trustee of the 2001 BEL Grantor Annuity Trust, u/a/d
9/18/01 (the "2001 BEL GRAT"); 1,760,853 Class B shares held
as co-trustee of the 2001 LHL Grantor Annuity Trust, u/a/d
9/18/01 (the "2001 LHL GRAT"); and 395,378 Class A shares
and 280,000 Class B shares held by the Lavin Family
Foundation.
(ii) Percentage of Class A Shares Beneficially Owned: 23.85%
total: .004% held directly; 6.45% as co-trustee of the BEL
Trust; 7.48% as co-trustee of the LHL Trust; 5.99% as
co-trustee of the 2001 BEL GRAT; 6.41% as co-trustee of the
2001 LHL GRAT; and 2.60% by the Lavin Family Foundation
(based on 25,708,144 Class A shares outstanding as of June
12, 2002).
** Pursuant to Rule 13d-3(d)(1)(i) of the Securities Exchange
Act of 1934, as amended, the following calculations assume
that all Class B shares beneficially owned by Lavin have
been converted into Class A shares.
(b) Number of Class A Shares as to Which Lavin Has:
(i) Sole power to vote: 922/1/
(ii) Shared power to vote: 7,925,412/2/
(iii) Sole power to dispose: 922/1/
(iv) Shared power to dispose: 7,925,412/2/
/1/ The 922 shares held by Lavin and reflected as sole power to vote
and sole power to dispose include 922 Class B shares held
directly.
/2/ The 7,925,412 shares held by Lavin and reflected as shared power
to vote and shared power to dispose include 1,771,549 Class B
shares and 64 Class A shares held by the BEL Trust; 2,073,529
Class B shares and 5,704 Class A shares held by the LHL Trust;
1,638,335 Class B shares held by the 2001 BEL GRAT; 1,760,853
Class B shares held by the 2001 LHL GRAT; and 395,378 Class A
shares and 280,000 Class B shares held by the Lavin Family
Foundation.
Lavin shares the power to vote and dispose of the 2,073,529 Class B shares and
5,704 Class A shares held by the LHL Trust, 1,771,549 Class B shares and the 64
Class A shares held by the BEL Trust, and 395,378 Class A shares and 280,000
Class B shares held by the Lavin Family Foundation with Bernice E. Lavin, and
Carol L. Bernick. Lavin shares the power to vote and dispose of the 1,760,853
Class B shares held by the 2001 LHL GRAT and the 1,638,335 Class B shares held
by the 2001 BEL GRAT with Bernice E. Lavin. The following information is
presented with respect to Mrs. Lavin and Mrs. Bernick, respectively:
(i) Name of Person: (1) Bernice E. Lavin
(2) Carol L. Bernick
(ii) Address: (1),(2) 2525 Armitage Avenue
Melrose Park, Illinois
60160
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CUSIP NO. 013068200 13D Page 5 of 5 Pages
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(iii) Principal Business: (1) Bernice E. Lavin, an
individual, is a
Director, Vice
Chairman, Treasurer
and Secretary of the
Company.
(2) Carol L. Bernick, an
individual, is a
Director, Vice
Chairman and Assistant
Secretary of the
Company, and President
Alberto-Culver
Consumer Products
Worldwide, a division
of the Company.
(iv) Prior Criminal Convictions: None.
(v) Prior Civil Proceedings with
Respect to Federal or State
Securities Laws: None.
(vi) Citizenship/Organization: U.S.
Citizen.
Excluded are 407,848 Class A shares held by Lavin's spouse as trustee
or co-trustee of trusts for the benefit of their children and
grandchildren and 294 Class B shares held directly by Lavin's spouse.
Lavin disclaims beneficial ownership of such shares.
(c) None, except as described in Item 3 above.
(d) None.
(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.
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.
Date: July 8, 2002
Signature: /s/ Leonard H. Lavin
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Name/Title: Leonard H. Lavin, individually; as co-trustee
of various trusts and as an officer of the Lavin
Family Foundation.