-----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, Wq5j/ziP8p838jvpopVLJ12eenilctiLNWP6Dbzq1gDlzs86j7KE36fmHNx6EzA5 UE//DZyiFZtK/IPQC9sxZA== 0000897069-98-000033.txt : 19980206 0000897069-98-000033.hdr.sgml : 19980206 ACCESSION NUMBER: 0000897069-98-000033 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980205 SROS: NONE GROUP MEMBERS: DONALD A. YACKTMAN GROUP MEMBERS: YACKTMAN ASSET MANAGEMENT CO. GROUP MEMBERS: YACKTMAN FUND INC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DEPARTMENT 56 INC CENTRAL INDEX KEY: 0000902270 STANDARD INDUSTRIAL CLASSIFICATION: POTTERY & RELATED PRODUCTS [3260] IRS NUMBER: 133684956 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-43517 FILM NUMBER: 98522264 BUSINESS ADDRESS: STREET 1: ONE VILLAGE PL STREET 2: 6436 CITY W PKWY CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 BUSINESS PHONE: 6129445600 MAIL ADDRESS: STREET 1: ONE VILLAGE PLACE STREET 2: 6436 CITY WEST PKWY CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: YACKTMAN FUND INC CENTRAL INDEX KEY: 0000885980 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 303 W MADISON ST CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3126412400 MAIL ADDRESS: STREET 1: 207 E BUFFALO ST STREET 2: STE 400 CITY: MILWAUKEE STATE: WI ZIP: 53202 SC 13G/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* DEPARTMENT 56 INCORPORATED (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 249509100 (CUSIP Number) * 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 disclosure 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). CUSIP No. 249509100 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Donald A. Yacktman 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [x ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 70,000 SHARES 6 SHARED VOTING POWER BENEFICIALLY 744,054 (see footnote 1) OWNED BY 7 SOLE DISPOSITIVE POWER EACH 70,000 REPORTING PERSON 8 SHARED DISPOSITIVE POWER WITH 3,714,715 (see footnote 1) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,784,715 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 18.37% (see footnote 2) 12 TYPE OF REPORTING PERSON IN 1 Represents shares beneficially owned by Yacktman Asset Management Co.; the undersigned holds 100% of the outstanding shares of capital stock of Yacktman Asset Management Co. 2 Based upon an aggregate of 20,603,817 shares outstanding at October 4, 1997. CUSIP No. 249509100 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) The Yacktman Funds, Inc. - 36-3831621 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Maryland 5 SOLE VOTING POWER NUMBER OF 6 SHARED VOTING POWER 2,190,000 SHARES -0- BENEFICIALLY 7 SOLE DISPOSITIVE POWER OWNED BY -0- EACH REPORTING 8 SHARED DISPOSITIVE POWER PERSON -0- WITH 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,190,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.63% (see footnote 1) 12 TYPE OF REPORTING PERSON IV 1 Based upon an aggregate of 20,603,817 shares outstanding at October 4, 1997. CUSIP No. 249509100 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Yacktman Asset Management Co. - 36-3780592 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois 5 SOLE VOTING POWER NUMBER OF 744,054 SHARES 6 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY 7 SOLE DISPOSITIVE POWER EACH 3,714,715 REPORTING PERSON 8 SHARED DISPOSITIVE POWER WITH -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,714,715 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 18.03% (see footnote 1) 12 TYPE OF REPORTING PERSON IA Based upon an aggregate of 20,603,817 shares outstanding at October 4, 1997. This Amendment No. 1 to the undersigned's Schedule 13G, which was originally filed on March 7, 1997 (the "Schedule 13G") with regard to Department 56 Incorporated (the "Issuer") is being filed to amend Item 4 of the Schedule 13G. Except as expressly stated herein, there have been no material changes in the information set forth in the Schedule 13G. Item 4. Ownership. Donald A. Yacktman (a) Amount Beneficially Owned: 3,784,715 (b) Percent of Class: 18.37% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 70,000 (ii) shared power to vote or to direct the vote: 744,054 (iii) sole power to dispose or to direct the disposition of: 3,714,715 (iv) shared power to dispose or to direct the disposition of: 3,784,715 The Yacktman Funds, Inc. (a) Amount Beneficially Owned: 2,190,000 (b) Percent of Class: 10.63% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 2,190,000 (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: -0- (iv) shared power to dispose or to direct the disposition of: -0- Yacktman Asset Management Co. (a) Amount Beneficially Owned: 3,714,715 (b) Percent of Class: 18.03% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 744,054 (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: 3,714,715 (iv) shared power to dispose or to direct the disposition of: -0- Item 10. Certification. 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. February 5, 1998 Date /s/ Donald A. Yacktman Donald A. Yacktman THE YACKTMAN FUNDS, INC. By: /s/ Donald A. Yacktman Donald A. Yacktman President YACKTMAN ASSET MANAGEMENT CO. By: /s/ Donald A. Yacktman Donald A. Yacktman President -----END PRIVACY-ENHANCED MESSAGE-----