-----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, Js6ducumP9IUAKOnUYXgvOQg5Vzw8oYMSxRtk9VSh0i+6Hp7JPOb5HA+OJ7z2anl cmc/UVOS0LHx5O7zmk2lRg== 0000789625-95-000009.txt : 19950515 0000789625-95-000009.hdr.sgml : 19950515 ACCESSION NUMBER: 0000789625-95-000009 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19950214 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LECHTERS INC CENTRAL INDEX KEY: 0000798186 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FURNITURE STORES [5712] IRS NUMBER: 132821526 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-40436 FILM NUMBER: 95510811 BUSINESS ADDRESS: STREET 1: 1 CAPE MAY ST CITY: HARRISON STATE: NJ ZIP: 07029 BUSINESS PHONE: 2014811100 MAIL ADDRESS: STREET 2: 1 CAPE MAY ST CITY: HARRISON STATE: NJ ZIP: 07029 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY GROUP INC /DE/ CENTRAL INDEX KEY: 0000789625 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 132838811 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1251 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2127034000 SC 13G/A 1 SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 ) Lechters -------------------------------- (Name of Issuer) Common Stock ----------------------------------------------- (Title of class of securities) 523238103 ----------------------------------------------- (CUSIP number) Check the following box if a fee is being paid with this statement [ ] (A fee is not required only if the filing 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). 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). SCHEDULE 13G CUSIP No. 523238103 PAGE 2 OF 8 PAGES 1. NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Morgan Stanley Group Inc. IRS # 13-283-8891 2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION The state of organization is Delaware. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 279,300 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 731,776 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 731,776 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.36% 12. TYPE OF REPORTING PERSON* IA, CO * SEE INSTRUCTIONS BEFORE FILLING OUT ! SCHEDULE 13G CUSIP No. 523238103 PAGE 3 OF 8 PAGES 1. NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Morgan Stanley Asset Management IRS # 13-304-307 2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION The state of organization is Delaware. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 277,000 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 729,476 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 729,476 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.35% 12. TYPE OF REPORTING PERSON* IA, CO * SEE INSTRUCTIONS BEFORE FILLING OUT ! CUSIP NO. 523238103 PAGE 4 OF 8 PAGES Item 1(a) Name of Issuer -------------- Lechters Item 1(b) Address of issuer's principal executive offices ----------------------------------------------- 1 Cape May Street Harrison, New Jersey 07029 Item 2(a) Name of person filing --------------------- (a) Morgan Stanley Group Inc. (b) Morgan Stanley Asset Management Inc. Item 2(b) Principal business office ------------------------- (a) 1251 Avenue of the Americas New York, New York 10020 (b) 1221 Avenue of the Americas New York, New York 10020 Item 2(c) Citizenship ----------- Incorporated by reference to Item 4 of the cover page pertaining to each reporting person. Item 2(d) Title of class of Securities ---------------------------- Common Stock Item 2(e) Cusip No. --------- 523238103 Item 3 (a) Morgan Stanley Group Inc. is (e) an Investment Adviser registered under section 203 of the Investment Advisers Act of 1940. (b) Morgan Stanley Asset Management is (e) an Investment Adviser registered under section 203 of the Investment Advisers Act of 1940. Item 4 Ownership --------- Incorporated by reference to Items (5) - (9) and (11) of the cover page pertaining to each reporting person. CUSIP NO. 523238103 PAGE 5 OF 8 PAGES Item 5 Ownership of 5 Percent or Less of a Class ----------------------------------------- a) As of the date hereof Morgan Stanley Group Inc. has ceased to be the beneficial owner of more than five percent of the class of securities. b) As of the date hereof Morgan Stanley Asset Management Inc. has ceased to be the beneficial owner of more than five percent of the class of securities. Item 6 Ownership of More than 5 percent on Behalf of Another Person ------------------------------------------------------------ Accounts managed on a discretionary basis by Morgan Stanley Asset Management, a wholly owned subsidiary of Morgan Stanley Group Inc., are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from, the sale of such securities. No such account holds more than 5 percent of the class. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company ------------------------------------------------------------ Inapplicable Item 8 Identification and Classification of Members of the Group --------------------------------------------------------- Inapplicable Item 9 Notice of Dissolution of Group ------------------------------ Inapplicable Item 10 Certification ------------- By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. CUSIP NO. 523238103 PAGE 6 OF 8 PAGES 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: February 14, 1995 Signature: /s/ Peter A. Nadosy ------------------------------------------ Name/Title: Peter A. Nadosy / President ---------------------------------------- MORGAN STANLEY ASSET MANAGEMENT Date: February 14, 1995 Signature: /s/ Edward J. Johnsen ------------------------------------------- Name/Title: Edward J. Johnsen / Vice President ----------------------------------------- MORGAN STANLEY GROUP INC. INDEX TO EXHIBITS PAGE ----------------- ---- EXHIBIT 1 Agreement to Make a Joint Filing... 7 EXHIBIT 2 Secretary's Certificate Authorizing Edward J. Johnsen to Sign on behalf of Morgan Stanley Group Inc.... 8 EX-1 2 EXHIBIT NO. 1 CUSIP NO. 523238103 PAGE 7 OF 8 PAGES EXHIBIT 1 TO SCHEDULE 13G February 14, 1995 MORGAN STANLEY GROUP INC. and MORGAN STANLEY ASSET MANAGEMENT INC. hereby agree that, unless differentiated, this Schedule 13G is filed on behalf of each of the parties. BY: /s/ Peter A. Nadosy ------------------------------------------ Morgan Stanley Asset Management Inc. Peter A. Nadosy / President BY: /s/ Edward J. Johnsen ------------------------------------------ Morgan Stanley Group Inc. Edward J. Johnsen / Vice President Morgan Stanley & Co. Incorporated EX-2 3 EXHIBIT NO. 2 CUSIP NO. 523238103 PAGE 8 OF 8 PAGES EXHIBIT 2 SECRETARY'S CERTIFICATE I, Patricia A. Kurtz, a duly elected and acting Assistant Secretary of Morgan Stanley Group Inc., a corporation organized and existing under the laws of the State of Delaware (the "Corporation"), certify that the following resolutions were duly and validly adopted by the Executive Committee of the Corporation by a Consent in Lieu of Meeting dated as of September 8, 1993 and that such resolutions are in full force and effect on the date hereof: RESOLVED, that the resolutions approved on April 23, 1991 in connection with the authorization of a specific individual to sign certain reports to be filed with the Securities and Exchange Commission ("SEC") are superseded by this resolution, and each of the following persons are authorized and directed to sign on behalf of the Corporation any reports to be filed under Section 13 of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder with the SEC, such authorizations to cease automatically upon termination of their employment with Morgan Stanley & Co. Incorporated: Florence A. Davis Edward J. Johnsen ; and RESOLVED FURTHER, that any actions heretofore taken by Florence A. Davis or Edward J. Johnsen in connection with the responsibilities noted in the preceding resolution are confirmed, approved and ratified. IN WITNESS WHEREOF, I have hereunto set my name and affixed the seal of the Corporation as of the 7th day of December, 1993. /s/ Patricia A. Kurtz ------------------------------- Patricia A. Kurtz Assistant Secretary [SEAL] -----END PRIVACY-ENHANCED MESSAGE-----