-----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, DTd+kk5nWlyh/DCcmf710XfZZeX86NiCl73c5w5mN/AYXH22g5PigzNjUSPfCj9M N+WKAiNkkyCgCr6P7wHAIw== 0000950103-98-000157.txt : 19980218 0000950103-98-000157.hdr.sgml : 19980218 ACCESSION NUMBER: 0000950103-98-000157 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980217 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BRAUNS FASHIONS CORP CENTRAL INDEX KEY: 0000883943 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 061195422 STATE OF INCORPORATION: DE FISCAL YEAR END: 0302 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-43828 FILM NUMBER: 98541719 BUSINESS ADDRESS: STREET 1: 2400 XENIUM LANE NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441-3626 BUSINESS PHONE: 6125515000 MAIL ADDRESS: STREET 1: 2400 XENIUM LN NORTH CITY: PLYMOUTH STATE: MN ZIP: 55441-3626 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY DEAN WITTER DISCOVER & CO CENTRAL INDEX KEY: 0000895421 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 363145972 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1585 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2123922222 MAIL ADDRESS: STREET 1: 1585 BROADWAY STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER DISCOVER & CO DATE OF NAME CHANGE: 19960315 SC 13G/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 3 )(1) Braun's Fashions Corporation ---------------------------------- (Name of Issuer) Common Stock, $.01 par value ---------------------------------- (Title of Class of Securities) 1056581 -------------- (CUSIP Number) ------------ - ------------ (1) 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 remained 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). CUSIP No. 1056581 13G Page 2 of 12 Pages - ------------------- ------------------ 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) CIGNA Corporation 06-1059331 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - WITH: 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) - 0 - 12 TYPE OF REPORTING PERSON* HC, CO *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP No. 1056581 13G Page 3 of 12 Pages - ----------------- ------------------ 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) CIGNA Funding Limited Partnership 06-1139876 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - WITH: 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) - 0 - 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP No. 1056581 13G Page 4 of 12 Pages - ----------------- ------------------ 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Morgan Stanley, Dean Witter, Discover & Co. 36-3145972 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - WITH: 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) - 0 - 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP No. 1056581 13G Page 5 of 12 Pages - ----------------- ------------------ 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Morgan Stanley Leveraged Capital Fund Inc. 13-3286788 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - WITH: 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) - 0 - 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTION BEFORE FILLING OUT! CUSIP No. 1056581 13G Page 6 of 12 Pages - ----------------- ------------------ 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) The Morgan Stanley Leveraged Mezzanine Fund, L.P. 13-3284523 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER - 0 - 6 SHARED VOTING POWER NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - WITH: 7 SOLE DISPOSITIVE POWER - 0 - 8 SHARED DISPOSITIVE POWER - 0 - 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 0 - 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) - 0 - 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTION BEFORE FILLING OUT! Item 1(a). Name of Issuer: Braun's Fashions Corporation (the "Company") Item 1(b). Address of Issuer's Principal Executive Offices: 2400 Xenium Lane North Plymouth, Minnesota 55441 Item 2(a). Name of Person Filing: CIGNA Corporation ("CIGNA") CIGNA Funding Limited Partnership ("CIGNA Funding") Morgan Stanley, Dean Witter, Discover & Co. ("Morgan Stanley") Morgan Stanley Leveraged Capital Fund Inc. ("Morgan Capital") The Morgan Stanley Leveraged Mezzanine Fund, L.P. ("Fund") Item 2(b). Address of Principal Business Office or, if None, Residence: The address of the principal business and principal office of each of the Fund, Morgan Capital and Morgan Stanley is 1221 Avenue of the Americas, New York, New York 10020. The address of CIGNA is One Liberty Place, Philadelphia, Pennsylvania 19192. The address of CIGNA Funding is 900 Cottage Grove Road, Bloomfield, Connecticut 06002. Item 2(c). Citizenship: The citizenship of each of the Fund, Morgan Capital and Morgan Stanley is Delaware. The citizenship of CIGNA and CIGNA Funding is Delaware. Item 2(d). Title of Class of Securities: Common Stock. Item 2(e). CUSIP Number: 1056581 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or dealer registered under Section 15 of the Act, (b) [ ] Bank as defined in Section 3(a)(6) of the Act, (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act, (d) [ ] Investment Company registered under Section 8 of the Investment Company Act, (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, (f) [ ] Employee Benefit Plan, Pension Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F), (g) [ ] Parent Holding Company, in accordance Rule 13d-1(b)(1)(ii)(G); see Item 7, (h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H). Not Applicable Item 4. Ownership. (a) Amount Beneficially Owned: None of CIGNA, CIGNA Funding, Morgan Stanley and Morgan Capital may be deemed to own beneficially any shares of Common Stock as of December 31, 1997. The Fund has ceased to own any shares of Common Stock and did not own any shares of Common Stock as of December 31, 1997. Morgan Capital and CIGNA Funding, as general partners of the Fund, had the power, on behalf of the Fund, to vote or direct the vote and to dispose or direct the disposition of all Common Stock held by the Fund. Morgan Stanley, as the sole shareholder of Morgan Capital, had the power to direct the actions of Morgan Capital. CIGNA, as the sole indirect shareholder of the general partner of CIGNA Funding, had the power to control the actions of CIGNA Funding with respect to the Common Stock held by the Fund. None of CIGNA, CIGNA Funding, Morgan Stanley and Morgan Capital may be deemed to have beneficial ownership of any shares of Common Stock as the Fund has ceased to own any such shares. (b) Percent of Class: CIGNA 0.0% CIGNA Funding 0.0% Morgan Stanley 0.0% Morgan Capital 0.0% Fund 0.0% (c) Number of shares as to which such person has:
(i) (ii) (iii) (iv) Sole power to Shared power Sole power to Shared power vote or to to vote or to dispose or to to dispose or to direct the vote direct the vote direct the direct the disposition of disposition of ------------------------------------------------------------------------------ CIGNA - 0 - - 0 - - 0 - - 0 - CIGNA Funding - 0 - - 0 - - 0 - - 0 - Morgan Stanley - 0 - - 0 - - 0 - - 0 - Morgan Capital - 0 - - 0 - - 0 - - 0 - Fund - 0 - - 0 - - 0 - - 0 -
Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. CIGNA is the parent holding company of CIGNA Leveraged Capital Fund Inc., the sole general partner of CIGNA Funding. Morgan Capital, a wholly owned subsidiary of Morgan Stanley, and CIGNA Funding are general partners of the Fund. Item 8. Identification and Classification of Members of the Group. N/A Item 9. Notice of Dissolution of the Group. N/A Item 10. Certification. N/A SIGNATURE --------- After reasonable inquiry and to the best of the knowledge and belief of each of the undersigned, each of he undersigned certifies that the information set forth in this statement is true, complete and correct. Date: February 17, 1998 CIGNA Corporation By: /s/ Kathryn Pietrowiak ------------------------------- Name: Kathryn Pietrowiak Title: Assistant Corporate Secretary CIGNA Funding Limited Partnership By: CIGNA Leveraged Capital Fund Inc., as general partner By: /s/ Kathryn Pietrowiak ------------------------------- Name: Kathryn Pietrowiak Title: Assistant Secretary Morgan Stanley, Dean Witter, Discover & Co. By: /s/ Peter R. Vogelsang ------------------------------- Name: Peter R. Vogelsang Title: Secretary Morgan Stanley Leveraged Capital Fund Inc. By: /s/ Peter R. Vogelsang ------------------------------- Name: Peter R. Vogelsang Title: Secretary The Morgan Stanley Leveraged Mezzanine Fund, L.P. By Morgan Stanley Leveraged Capital Fund Inc. By: /s/ Peter R. Vogelsang ------------------------------- Name: Peter R. Vogelsang Title: Secretary Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 10001). -----END PRIVACY-ENHANCED MESSAGE-----