-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, bjxRbifzK9NG9pouLLzmpKrZkkV9ZeA9LAN0olZ4jwpdD5teJ/44kTx/pYqXIphP dEQ6jCE3zqh238e3HnYm8Q== 0000897446-95-000042.txt : 199506280000897446-95-000042.hdr.sgml : 19950628 ACCESSION NUMBER: 0000897446-95-000042 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950627 SROS: AMEX SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMREP CORP CENTRAL INDEX KEY: 0000006207 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 590936128 STATE OF INCORPORATION: OK FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-12681 FILM NUMBER: 95549483 BUSINESS ADDRESS: STREET 1: 641 LEXINGTON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127054700 MAIL ADDRESS: STREET 1: 641 LEXINGTON AVE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN REALTY & PETROLEUM CORP DATE OF NAME CHANGE: 19671019 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RUSSO ALBERT CENTRAL INDEX KEY: 0000947227 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: AMERICAN SIMLEX CO STREET 2: 401 BROADWAY SUITE 1712 CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: 2024166845 MAIL ADDRESS: STREET 1: 401 BROADWAY SUITE 1712 CITY: NEW YORK STATE: NY ZIP: 10013 SC 13D 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Amrep Corporation (Name of issuer) Common Stock, par value $.10 (Title of class of securities) 03215910 (CUSIP number) Albert Russo, C/O American Simlex Company 401 Broadway, Suite 1712 New York, New York 10013 (212) 966-0775 (Name, address and telephone number of person authorized to receive notices and communications) June 26, 1995 (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 to this Schedule 13D, and is filing this schedule because of Rule 13d-1 (b) (3) or (4), check the following box [ ]. Check the following box if a fee is being paid with the statement [x]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1 (a) for other parties to whom copies are to be sent. (Continued on following pages) CUSIP NO. 03215910 13D Page 2 of 10 Pages 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION OF ABOVE PERSONS Albert Russo, S.S. No. ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF,00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 7 SOLE VOTING POWER -0- NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 679,070 OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 327,891 PERSON WITH 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 679,070 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.2% 14 TYPE OF REPORTING PERSON* IN CUSIP NO. 03215910 13D Page 3 of 10 Pages 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION OF ABOVE PERSONS Lena Russo, S.S. No. ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF,00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 7 SOLE VOTING POWER -0- NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 679,070 OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 58,740 PERSON WITH 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 679,070 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.2% 14 TYPE OF REPORTING PERSON* IN CUSIP NO. 03215910 13D Page 4 of 10 Pages 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION OF ABOVE PERSONS Clifton Russo, S.S. No. ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF,00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 7 SOLE VOTING POWER -0- NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 679,070 OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 153,967 PERSON WITH 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 679,070 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.2% 14 TYPE OF REPORTING PERSON* IN CUSIP NO. 03215910 13D Page 5 of 10 Pages 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION OF ABOVE PERSONS Lawrence Russo, S.S. No. ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF,00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 7 SOLE VOTING POWER -0- NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 679,070 OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 138,472 PERSON WITH 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 679,070 12 CHECK BOX IS THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.2% 14 TYPE OF REPORTING PERSON* IN Item 1. Security and Issuer This statement is being filed with respect to the common stock, $.10 par value (the "Common Stock"), of Amrep Corporation, an Oklahoma corporation ("Amrep"). Amrep's principal executive offices are located at 641 Lexington Avenue, New York, New York 10022. Item 2. Identity and Background (a) This statement is being filed by Albert Russo, Lena Russo, Clifton Russo and Lawrence Russo (collectively, the "Reporting Persons"). Albert, Clifton and Lawrence Russo are brothers, and Lena Russo is their mother. (b) The business address of the Reporting Persons is c/o American Simlex Company, 401 Broadway, Suite 1712, New York, New York 10013. (c) The Reporting Persons are engaged in the businesses of importing and exporting textiles, investing in commercial real estate and managing their respective portfolios of securities. The Reporting Persons' textile business is conducted primarily through American Simlex Company, a New York general partnership, and Russ Export Corporation, a New York corporation. The address of both American Simlex Company and Russ Export Corporation is 401 Broadway, Suite 1712, New York, New York. (d) During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violation or similar misdemeanors). (e) During the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administration body of competent jurisdiction and as a result of such proceeding was or is subject to a judgement, 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. (f) Each reporting person is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration The Reporting Persons directly or indirectly acquired their respective shares of Common Stock in numerous open market purchases going back to 1971. Substantially all of the shares of Common Stock held by the Reporting Persons were acquired and are held through margin accounts with brokers. During the past three years, the aggregate amount of margin indebtedness owed by the Reporting Persons and secured by the securities held in their respective accounts has at all times been less than $1 million. Item 4. Purpose of Transaction The Reporting Persons are filing this Statement on Schedule 13D because they have decided to act as a group in voting their shares of Common Stock. The Reporting Persons presently have no plans or proposals that relate to or would result in any transaction or other event with respect to which disclosure is called for by Item 4 of Schedule 13D. The Reporting Persons continue to evaluate their investment in the Common Stock and to consider various alternatives with respect thereto, including, without limitation, the acquisition of additional shares of Common Stock. Item 5. Interest in Securities of the Issuer (a),(b) Set forth below is the aggregate shares of Common Stock owned by each of the Reporting Persons and the percentage of the outstanding number of shares of Common Stock which such shares represent, based on the outstanding number of shares of Common Stock identified in the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended January 31, 1995. Each Reporting Person has sole dispositive and, subject to the decision of the Reporting Persons to act as a group as reported in this Statement on Schedule 13D, voting power with respect to all of the shares of Common Stock reported as being beneficially owned by him or her. The shares beneficially owned by Albert Russo, however, include 25,400 shares that he holds under the Uniform Gift to Minors Act for his minor children. Percentage of Name of Number of Shares Outstanding Share Reporting Person Beneficially Owned of Common Stock Albert Russo 327,891 4.4 Lena Russo 58,740 0.8 Clifton Russo 153,967 2.1 Lawrence Russo 138,472 1.9 (c) Not applicable (d) Not applicable (e) Not applicable Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Security of the Issuer Except as disclosed in response to Item 4, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other person with respect to any securities of Amrep. Item 7. Material to be Filed of Exhibits None SIGNATURE The Undersigned, after reasonable inquiry and to the best of their knowledge and belief, certify that the information set forth in this statement is true, complete and correct. /s/ Albert Russo /s/ Lena Russo - ---------------------- --------------------- Albert Russo Lena Russo /s/ Clifton Russo /s/ Lawrence Russo - ---------------------- ---------------------- Clifton Russo Lawrence Russo Date: June 27, 1995 -----END PRIVACY-ENHANCED MESSAGE-----