Schedule 13D

0001362310-09-003498.txt : 20090310 0001362310-09-003498.hdr.sgml : 20090310 20090310143336 ACCESSION NUMBER: 0001362310-09-003498 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20090310 DATE AS OF CHANGE: 20090310 GROUP MEMBERS: JAMES F. ADELSON GROUP MEMBERS: STEPHEN J. HEYMAN GROUP MEMBERS: YORKTOWN AVENUE CAPITAL, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN LOCKER GROUP INC CENTRAL INDEX KEY: 0000008855 STANDARD INDUSTRIAL CLASSIFICATION: PARTITIONS, SHELVING, LOCKERS & OFFICE AND STORE FIXTURES [2540] IRS NUMBER: 160338330 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-18717 FILM NUMBER: 09668935 BUSINESS ADDRESS: STREET 1: 815 S MAIN STREET CITY: GRAPEVINE STATE: TX ZIP: 76051 BUSINESS PHONE: (817) 329-1600 MAIL ADDRESS: STREET 1: 815 S MAIN STREET CITY: GRAPEVINE STATE: TX ZIP: 76051 FORMER COMPANY: FORMER CONFORMED NAME: AVM CORP DATE OF NAME CHANGE: 19850520 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Yorktown Avenue Capital, LLC CENTRAL INDEX KEY: 0001314801 IRS NUMBER: 201038262 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O T. WAGMAN @ FREDERIC DORWART LAWYERS STREET 2: 124 EAST FOURTH STREET CITY: TULSA STATE: OK ZIP: 74103 BUSINESS PHONE: 918-583-9922 MAIL ADDRESS: STREET 1: C/O T. WAGMAN @ FREDERIC DORWART LAWYERS STREET 2: 124 EAST FOURTH STREET CITY: TULSA STATE: OK ZIP: 74103 SC 13D 1 c82321sc13d.htm SCHEDULE 13D Schedule 13D

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. )*

AMERICAN LOCKER GROUP INCORPORATED

(Name of Issuer)

Common Stock

(Title of Class of Securities)

027284108

(CUSIP Number)

Tamara R. Wagman
124 E. 4th Street
Tulsa, Oklahoma 74103
(918) 583-9922

(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

June 7, 2006

(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

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 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).


1	NAMES OF REPORTING PERSONS Yorktown Avenue Capital, LLC


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) o

3	SEC USE ONLY



4	SOURCE OF FUNDS

	See Item 3

5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Oklahoma

		7	SOLE VOTING POWER

NUMBER OF			98,939

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			-0-

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			98,939

WITH		10	SHARED DISPOSITIVE POWER

			-0-

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	98,939

12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	6.3%

14	TYPE OF REPORTING PERSON

	OO (Limited Liability Company)


1	NAMES OF REPORTING PERSONS Stephen J. Heyman


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) o

3	SEC USE ONLY



4	SOURCE OF FUNDS

	See Item 3

5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	U.S.A.

		7	SOLE VOTING POWER

NUMBER OF			98,939

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			-0-

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			98,939

WITH		10	SHARED DISPOSITIVE POWER

			-0-

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	98,939

12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	6.3%

14	TYPE OF REPORTING PERSON

	IN


1	NAMES OF REPORTING PERSONS James F. Adelson


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) o

3	SEC USE ONLY



4	SOURCE OF FUNDS

	See Item 3

5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	U.S.A.

		7	SOLE VOTING POWER

NUMBER OF			98,939

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			-0-

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			98,939

WITH		10	SHARED DISPOSITIVE POWER

			-0-

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	98,939

12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	6.3%

14	TYPE OF REPORTING PERSON

	IN

Item 1. Security and Issuer

This Schedule 13D relates to shares of Common Stock (the “Common Stock”) of American Locker Group Incorporated, a Delaware corporation (the “Issuer”). The principal executive office and mailing address of the Issuer is 815 South Main Street, Grapevine, Texas 76051.

Item 2. Identity and Background

This Schedule 13D is jointly filed by Yorktown Avenue Capital, LLC (“Yorktown”), Stephen J. Heyman (“Heyman”), and James F. Adelson (“Adelson”) (the “Reporting Persons”). Heyman and Adelson are the managers of Yorktown.

The principal business address of the Reporting Persons is 15 East 5th Street, Suite 3200, Tulsa, Oklahoma 74103.

The principal business of Yorktown is business investment. The principal occupation of Heyman and Adelson is independent oil and gas production, Nadel and Gussman, LLC, 15 East 5th Street, Suite 3200, Tulsa, Oklahoma 74103.

None of the entities or persons identified in this Item 2 has, during the past five years, been convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors), nor been 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.

Yorktown is organized under the laws of the State of Oklahoma. Heyman and Adelson are U.S. citizens.

Item 3. Source and Amount of Funds or Other Consideration

As of February 13, 2009, Yorktown had invested $505,145 (including commissions and fees) in the Common Stock. The source of these funds was the working capital of Yorktown.

Item 4. Purpose of Transaction

The purpose of the acquisition of the Common Stock is for investment, and the acquisitions of the Common Stock were made in the ordinary course of business and were not made for the purpose of acquiring control of the Issuer.

Although no Reporting Person has any specific plan or proposal to acquire or dispose of the Common Stock, consistent with its investment purpose, each Reporting Person at any time and from time to time may acquire additional Common Stock or dispose of any or all of its Common Stock depending upon an ongoing evaluation of the investment in the Common Stock, prevailing market conditions, other investment opportunities, liquidity requirements of the Reporting Persons, and/or other investment considerations.

Also, consistent with the investment purpose, the Reporting Persons may engage in communications with one or more shareholders of the Issuer, one or more officers of the Issuer and/or one or more members of the board of directors of the Issuer and/or one or more representatives of the Issuer regarding the Issuer, including but not limited to its operations. The Reporting Persons may discuss ideas that, if effected may result in any of the following: the acquisition by persons of additional Common Stock of the Issuer, an extraordinary corporate transaction involving the Issuer, and/or changes in the board of directors or management of the Issuer.

Except to the extent the foregoing may be deemed a plan or proposal, none of the Reporting Persons has any plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.

Item 5. Interest in Securities of the Issuer

(a) and (b) According to the Issuer’s most recent Form 10Q filed November 10, 2008, there were 1,568,516 shares of Common Stock issued and outstanding as of November 7, 2008. Based on such information, after taking into account the transactions described in Item 5(c) below, Yorktown directly owns 98,939 shares of Common Stock (approximately 6.3%) of the Issuer. Heyman and Adelson, as managers of Yorktown, may also be deemed to beneficially own the 98,939 shares of Common Stock (approximately 6.3%) of the Issuer held by Yorktown.

As the managers of Yorktown, Heyman and Adelson are in possession of sole voting and investment power for the Common Stock held by Yorktown.

Although Heyman and Adelson are joining in this Schedule as Reporting Persons, the filing of this Schedule shall not be construed as an admission that either of them is, for any purpose, the beneficial owner of the Common Stock held by Yorktown.

c) Yorktown purchased the following shares of Common Stock in the open market:


Trade Date	Quantity		Price Per Share
1-25-06		1,149		5.10
1-26-06		1,788		5.07
1-27-06		900		5.06
1-30-06		1,600		5.03
1-31-06		100		4.98
2-3-06		2,401		5.07
2-7-06		1,000		5.10
2-9-06		550		5.04
2-13-06		1,300		5.08
2-14-06		1,200		5.10
2-16-06		1,200		5.10
2-17-06		9,200		5.07
2-21-06		2,250		5.09
2-22-06		1,000		5.10
2-23-06		100		5.10
3-2-06		402		5.10
3-8-06		7,278		5.00
3-9-06		1,529		5.10


Trade Date	Quantity		Price Per Share
3-10-06		800		5.08
3-15-06		1,100		5.05
3-16-06		594		5.09
3-17-06		494		5.10
4-7-06		3,000		5.00
4-11-06		4,000		5.00
4-20-06		3,500		4.60
4-28-06		1,000		5.00
5-3-06		4,104		5.00
5-17-06		2,500		5.00
6-2-06		2,000		5.20
6-5-06		13,100		5.20
6-7-06		20,500		5.15
6-8-06		6,500		5.15
6-21-06		800		4.80

(d) and (e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

None of the Reporting Persons is a party to any contract, arrangement, understanding or relationship with respect to any securities of the Issuer.

Item 7. Material to be Filed as Exhibits

Exhibit A Joint Filing Undertaking.

SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: March 9, 2009.


		Yorktown Avenue Capital, LLC

		By:		/s/ Stephen J. Heyman
				Stephen J. Heyman, Manager

		/s/ Stephen J. Heyman
		Stephen J. Heyman

		/s/ James F. Adelson
		James F. Adelson

EX-99.A 2 c82321exv99wa.htm EXHIBIT A Exhibit A

Exhibit A

JOINT FILING UNDERTAKING

The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party.

Dated: March 9, 2009.


		Yorktown Avenue Capital, LLC

		By:		/s/ Stephen J. Heyman
				Stephen J. Heyman, Manager

		/s/ Stephen J. Heyman
		Stephen J. Heyman

		/s/ James F. Adelson
		James F. Adelson