-----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, TrkJoTE2c2ohAhkTpzgA+69RSdUUt1aGdg4blRy3An0dHB9sCKLHUBfX2dkXNREs Vrqc0Uh/cF+0CX4JE6aUow== 0000912057-01-544820.txt : 20020413 0000912057-01-544820.hdr.sgml : 20020413 ACCESSION NUMBER: 0000912057-01-544820 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011228 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARVEY ELECTRONICS INC CENTRAL INDEX KEY: 0000046043 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RADIO TV & CONSUMER ELECTRONICS STORES [5731] IRS NUMBER: 131534671 STATE OF INCORPORATION: NY FISCAL YEAR END: 1101 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-03251 FILM NUMBER: 1825286 BUSINESS ADDRESS: STREET 1: 205 CHUBB AVENUE CITY: LYNDHURST STATE: NJ ZIP: 07071 BUSINESS PHONE: 2018420078 MAIL ADDRESS: STREET 1: 205 CHUBB AVENUE CITY: LYNDHURST STATE: NJ ZIP: 07071 FORMER COMPANY: FORMER CONFORMED NAME: HARVEY GROUP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: HARVEY RADIO CO DATE OF NAME CHANGE: 19700731 FORMER COMPANY: FORMER CONFORMED NAME: HARVEY RADIO CO INC DATE OF NAME CHANGE: 19690918 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GOLDSMITH BRUCE INC CENTRAL INDEX KEY: 0001164118 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 650798911 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 111 NORTH BEACH ROAD CITY: HOBE SOUND STATE: FL ZIP: 33455 BUSINESS PHONE: 5615462569 MAIL ADDRESS: STREET 1: 111 NORTH BEACH ROAD CITY: HOBE SOUND STATE: FL ZIP: 33455 SC 13D 1 a2066905zsc13d.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 Harvey Electronics, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.01 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 417660-10-7 - -------------------------------------------------------------------------------- (CUSIP Number) Bruce Goldsmith Bruce Goldsmith Inc. 111 North Beach Road Hobe Sound, FL 33455 Telephone: (561) 546-2569 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 18, 2001 - -------------------------------------------------------------------------------- (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 13d-7 for other parties to whom copies are to be sent. 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). Schedule 13D Page 2 of 6 Pages CUSIP No. 417660-10-7 - -------------------------------------------------------------------------------- 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Bruce Goldsmith Inc. - -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) / / - -------------------------------------------------------------------------------- 3. SEC Use Only - -------------------------------------------------------------------------------- 4. Source of Funds* WC - -------------------------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) / / - -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization Florida - -------------------------------------------------------------------------------- Number of Shares Beneficially 7. Sole Voting Power: Owned by Each Reporting Person 186,030 With ------------------------------------------------------------- 8. Shared Voting Power: 0 ------------------------------------------------------------- 9. Sole Dispositive Power: 186,030 ------------------------------------------------------------- 10. Shared Dispositive Power: 0 - -------------------------------------------------------------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 186,030 - -------------------------------------------------------------------------------- 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares* / / - -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11): 5.7% (1) - -------------------------------------------------------------------------------- 14. Type of Reporting Person* CO - -------------------------------------------------------------------------------- (1) Based on 3,282,833 shares of the Issuer outstanding as of September 4, 2001. * SEE INSTRUCTIONS BEFORE FILLING OUT! Schedule 13D Page 3 of 6 Pages ITEM 1. SECURITY AND ISSUER. This statement relates to the common stock of Harvey Electronics, Inc., a New York corporation (the "Issuer"). The principal executive offices of the Issuer are located at 205 Chubb Avenue, Lyndhurst, New Jersey 07071. ITEM 2. IDENTITY AND BACKGROUND. This statement is being filed by Bruce Goldsmith Inc., a Florida corporation ("BGI"). The principal business of BGI is the trading of securities of, for and by Bruce Goldsmith. The principal business and offices of BGI are located at 111 North Beach Road, Hobe Sound, FL 33455. Bruce Goldsmith controls BGI and is its sole director and officer. Mr. Goldsmith's principal business address is 111 North Beach Road, Hobe Sound, FL 33455. Mr. Goldsmith is in the business of trading securities for BGI. Mr. Goldsmith is a citizen of the United States. During the last five years, neither BGI nor Mr. Goldsmith have been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Between the period of June 5, 2001 and December 19, 2001, BGI purchased 186,030 shares of common stock in open market transactions for an aggregate purchase price of approximately $233,353.90 out of working capital. ITEM 4. PURPOSE OF TRANSACTION. The securities of the Issuer were acquired for investment purposes. However, BGI may at any time determine to dispose of some or all of the securities. Any decision by BGI to dispose of some or all of the securities will depend on numerous factors, including, without limitation, the price of shares of common stock of the Issuer, the terms and conditions relating to their sale, the prospects and profitability of the Issuer, other business and investment alternatives of BGI, and general economic and market conditions. Except as set forth above, neither BGI nor Mr. Goldsmith has any current 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 of 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; (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 Securities Exchange Act of 1934, as amended; or (j) any action similar to any of those enumerated above. Schedule 13D Page 4 of 6 Pages ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of December 19, 2001, BGI beneficially owns 186,030 shares (5.7%) of the Issuer's common stock, based upon the outstanding 3,282,833 shares of the Issuer's common stock reported in its Quarterly Report on Form 10-QSB for the quarterly period ended July 28, 2001. (b) As of December 19, 2001, BGI has the sole voting and dispositive power with respect to 186,030 shares of the Issuer's common stock. BGI does not share any voting or dispositive power with respect to the Issuer's common stock. (c) During the last 60 days, BGI has engaged in the following open market transactions: TRANSACTION QUANTITY TRADE DATE PRICE PER SHARE Purchase 3,000 11/19/01 $1.04 Purchase 3,000 11/27/01 $1.11 Purchase 2,000 11/27/01 $1.11 Purchase 3,000 11/27/01 $1.15 Purchase 2,000 11/27/01 $1.11 Purchase 100 11/28/01 $1.12 Purchase 730 11/29/01 $1.13 Purchase 2,000 11/30/01 $1.15 Purchase 4,700 12/18/01 $1.30 Purchase 300 12/18/01 $1.29 Purchase 2,800 12/18/01 $1.21 Purchase 200 12/18/01 $1.12 Purchase 1,000 12/18/01 $1.10 Purchase 2,000 12/18/01 $1.16 Purchase 3,000 12/18/01 $1.25 Purchase 2,900 12/18/01 $1.25 Purchase 100 12/18/01 $1.24 Purchase 2,000 12/18/01 $1.10 Purchase 1,000 12/19/01 $1.48 Purchase 3,000 12/19/01 $1.52 Purchase 2,000 12/19/01 $1.51 Schedule 13D Page 5 of 6 Pages (d) Not applicable. (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) between BGI or Mr. Goldsmith 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. Not applicable. Schedule 13D Page 6 of 6 Pages 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. Dated: DECEMBER 28, 2001 ------------------------ BRUCE GOLDSMITH INC. By: /s/ Bruce Goldsmith ------------------------- Name: Bruce Goldsmith Title: President and Director -----END PRIVACY-ENHANCED MESSAGE-----