SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 17 )*
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ALBERTO-CULVER COMPANY
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(Name of Issuer)
CLASS B COMMON STOCK, $.22 PAR VALUE PER SHARE
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(Title of Class of Securities)
013068101
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(CUSIP Number)
Marshall E. Eisenberg Carol L. Bernick
NEAL, GERBER & EISENBERG 2525 Armitage Avenue
Two North LaSalle Street, Suite 2200 Melrose Park, IL 60160
Chicago, Illinois 60602 (708) 450-3051
(312) 269-8000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 25, 2002
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(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box.[_]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 240.13d-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).
Page 1 of 6 Pages
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CUSIP NO. 013068101 13D Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Carol L. Bernick
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)[_]
(b)[X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS *
Not applicable
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
[_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
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NUMBER 7 SOLE VOTING POWER
1,522,588
OF SHARES ------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
6,333,335
OWNED BY
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EACH
9 SOLE DISPOSITIVE POWER
REPORTING 1,522,588
PERSON ------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
6,333,335
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,855,923
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
Excluded are 88,682 Class B shares held directly by
Bernick's spouse; and 11,609 Class B shares held by Bernick's
spouse as a participant in the Alberto-Culver Employees Profit
Sharing Plan. Bernick disclaims beneficial ownership of such
shares. [X]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
24.30%
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14 TYPE OF REPORTING PERSON *
IN
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* SEE INSTRUCTIONS
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CUSIP NO. 013068101 13D Page 3 of 6 Pages
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Item 1. Security and Issuer.
Title of Class of Securities: Class B Common Stock, $.22 par value
per share ("shares" or "Class B
shares")
Name and Address of Issuer: Alberto-Culver Company (the "Company")
2525 Armitage Avenue
Melrose Park, IL 60160
Item 2. Identity and Background.
(a) Name of Person Filing: Carol L. Bernick ("Bernick")
(b) Address: c/o Carol L. Bernick
2525 Armitage Avenue
Melrose Park, IL 60160
(c) Principal Business: Bernick, an individual, is a Director,
Vice Chairman and Assistant Secretary
of the Company, and President Alberto-
Culver Consumer Products Worldwide, a
division of the Company.
(d) Prior Criminal Convictions: None
(e) Prior Civil Proceedings with
Respect to Federal or State
Securities Laws: None
(f) Citizenship/Organization: U.S. Citizen
Item 3. Source and Amount of Funds or Other Consideration.
On September 25, 2002, the (i) 2001 BEL Grantor Annuity Trust, u/a/d
9/18/01, to which Bernick has no voting or investment power,
transferred 1,091,382 Class B shares to the Bernice E. Lavin Trust,
u/a/d 12/18/87 (the "BEL Trust"), to which Bernick shares voting and
investment power, and (ii) 2001 LHL Grantor Annuity Trust, u/a/d
9/18/01, to which Bernick has no voting or investment power,
transferred 1,045,475 Class B shares to the Leonard H. Lavin Trust,
u/a/d 12/18/87 (the "LHL Trust"), to which Bernick shares voting and
investment power.
Item 4. Purpose of Transaction.
The transactions were for the Bernick family's estate planning and
diversification rather than corporate purposes. The transactions were
not undertaken for purposes of effecting any of the actions listed in
this item.
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CUSIP NO. 013068101 13D Page 4 of 6 Pages
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Item 5. Interest in Securities of the Issuer.
(a) (i) Amount of Class B Shares Beneficially Owned: 7,855,923
shares total: 104,476 Class B shares held as trustee of the
Carol L. Bernick Revocable Trust, u/a/d 4/23/93 (the
"Revocable Trust"); 100,000 shares held as trustee of the
Carol L. Bernick Revocable Trust II, u/a/d 4/17/02 (the
"Revocable Trust II"); 282,740 Class B shares held as
co-trustee of the CLB Grantor Annuity Trust, u/a/d 9/15/93
(the "CLB Trust"); 1,026,982 shares held as trustee of the
KSL Property Trust II (the "Property Trust"); 2,862,931
shares held as co-trustee of the BEL Trust; 3,119,004 shares
held as co-trustee of the LHL Trust; 71,400 shares held by
the Howard and Carol Bernick Family Foundation, a charitable
private foundation of which Bernick is President and a
Director (the "Bernick Family Foundation"); 280,000 shares
held by the Lavin Family Foundation, a charitable private
foundation of which Bernick is Vice President and a Director
(the "Lavin Family Foundation"); and 8,390 shares held as a
participant in the Alberto-Culver Employees' Profit Sharing
Plan.
(ii) Percentage of Class B Shares Beneficially Owned: 24.30%
total: .32% as trustee of the Revocable Trust; .31% as
trustee of the Revocable Trust II; .87% as co-trustee of the
CLB Trust; 3.18% as trustee of the Property Trust; 8.85% as
co-trustee of the BEL Trust; 9.65% as co-trustee of the LHL
Trust; .22% as a Director and the President of the Bernick
Family Foundation; .87% as a Director and Vice President of
the Lavin Family Foundation; and .03% as a participant in
the Alberto-Culver Employees' Profit Sharing Plan (based
upon 32,331,640 Class B shares outstanding as of September
23, 2002).
(b) Number of Class B Shares as to which Bernick has:
(i) Sole power to vote: 1,522,588/1/
(ii) Shared power to vote: 6,333,335/2/
(iii) Sole power to dispose: 1,522,588/1/
(iv) Shared power to dispose: 6,333,335/2/
/1/ The 1,522,588 shares held by Bernick and reflected as sole
power to vote and sole power to dispose include 104,476
Class B shares held by the Revocable Trust; 100,000 shares
held as trustee of the Revocable Trust II; 282,740 shares
held by the CLB Trust; 1,026,982 Class B shares held by the
Property Trust; and 8,390 Class B shares held as a
participant in the Alberto-Culver Employees' Profit Sharing
Plan.
/2/ The 6,333,335 shares held by Bernick and reflected as shared
power to vote and shared power to dispose include 280,000
shares held by the Lavin Family Foundation; 2,862,931 Class
B shares held by the BEL Trust; 3,119,004 Class B shares
held by the LHL Trust; and 71,400 Class B shares held by the
Bernick Family Foundation.
Bernick shares the power to vote and dispose of the 280,000 shares held by Lavin
Family Foundation, 2,862,931 shares held by the BEL Trust, and 3,119,004 shares
held by the LHL Trust with Leonard H. Lavin and Bernice E. Lavin. Bernick shares
the power to vote and dispose of 71,400 shares held by the Bernick Family
Foundation with Howard B. Bernick and Marshall E. Eisenberg. Certain information
regarding Mr. Lavin, Mrs. Lavin, Mr. Bernick and Mr. Eisenberg is presented
below:
(i) Name of Person: (1) Leonard H. Lavin
(2) Bernice E. Lavin
(3) Howard B. Bernick
(4) Marshall E. Eisenberg
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CUSIP NO. 013068101 13D Page 5 of 6 Pages
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(ii) Address: (1),(2),2525 Armitage Avenue
and (3) Melrose Park, Illinois 60160
(4) Neal, Gerber & Eisenberg
Two North LaSalle Street, Suite
2200
Chicago, Illinois 60602
(iii) Principal Business: (1) Leonard H. Lavin, an individual,
is a Director and the Chairman of
the Company
(2) Bernice E. Lavin, an individual,
is a Director and the Vice
Chairman, Secretary and Treasurer
of the Company
(3) Howard B. Bernick, an individual,
is a Director and the President
and Chief Executive Officer of
the Company
(4) Marshall E. Eisenberg, an
individual, is an attorney and a
partner in the law firm Neal,
Gerber & Eisenberg, Chicago,
Illinois
(iv) Prior Criminal Convictions: None
(v) Prior Civil Proceedings with
Respect to Federal or State
Securities Laws: None
(vi) Citizenship/Organization: U.S. Citizen
The shares owned by Bernick and the percentage ownership specified herein does
not reflect options to purchase 81,000 Class A shares held directly; 100,200
Class A shares held as co-trustee of a trust for her benefit; 327,805 Class A
shares held as trustee of the Revocable Trust; 111,475 Class A shares held as
trustee of the 2001 CLB GRAT; 5,704 Class A shares held as co-trustee of a trust
for the benefit of her sister; 395,378 Class A shares held by the Lavin Family
Foundation; 80,088 Class A shares held as trustee of the Family Members Trusts;
64 Class A shares held as co-trustee of the BEL Trust; 5,704 Class A shares held
by the LHL Trust; and 35,000 Class A shares held by the Bernick Family
Foundation.
Also excluded are 88,682 Class B shares held directly by Bernick's spouse; and
11,609 Class B shares held by Bernick's spouse as a participant in the
Alberto-Culver Employees' Profit Sharing Plan. Bernick disclaims beneficial
ownership of such shares held by her spouse and they are not included above.
(c) None, except as reported in Item 3 above.
(d) None.
(e) Not applicable.
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CUSIP NO. 013068101 13D Page 6 of 6 Pages
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
None.
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: September 25, 2002
Signature: /s/ Carol L. Bernick
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Name/Title: Carol L. Bernick, individually; as trustee or
co-trustee of various trusts; and as an officer
of various foundations.