Loews Corp – ‘SC 13E3/A’ on 1/25/05 re: Bulova Corp

On:  Tuesday, 1/25/05, at 2:16pm ET   ·   Accession #:  60086-5-7   ·   File #:  5-03766

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Amendment to Tender-Offer Statement — Going-Private Transaction   —   Schedule 13E-3
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13E3/A   Amendment to Tender-Offer Statement --                 3±    10K 
                          Going-Private Transaction                              


As filed with the Securities and Exchange Commission on January 25, 2005  
==============================================================================  
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  
Schedule 13E-3  
Transaction Statement under Section 13(e) of the  
  Securities Exchange Act of 1934*

(Amendment No. 3)   

BULOVA CORPORATION  
(Name of the Issuer)  

2004-LCBV Corporation   
Loews Corporation   
(Name of Persons Filing Statement)  

Common Stock, Par Value $5.00 Per Share 
(Title of Class of Securities)  

120457 10 6   
(CUSIP Number of Class of Securities)   

Gary W. Garson    
Loews Corporation   
667 Madison Avenue    
New York, New York 10021    
212-521-2000    

(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Persons Filing Statement)

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES         
COMMISSION HAS APPROVED OR DISAPPROVED OF THIS TRANSACTION, PASSED UPON THE     
MERITS OR THE FAIRNESS OF THE TRANSACTION OR PASSED UPON THE ADEQUACY OR        
ACCURACY OF THE INFORMATION CONTAINED IN THIS DOCUMENT. ANY REPRESENTATION TO   
THE CONTRARY IS A CRIMINAL OFFENSE.                                             

This statement is filed in connection with (check the appropriate box):         

[   ] a. The filing of solicitation materials or an information statement       
      subject to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the
Securities Exchange Act of 1934.                              
[   ] b. The filing of a registration statement under the Securities Act of     
1933.                                                         
[   ] c. A tender offer.                                                        
[ X ] d. None of the above.                                                     

    Check the following box if the soliciting materials or information
       statement referred to in checking box (a) are preliminary copies. [ ]

    Check the following box if this is a final amendment reporting the
results of the transaction. [X]                               

 Calculation of Filing Fee

Transaction Valuation(1)                           Amount of Filing Fee   
$5,249,930                                             $665     
(1) Calculated, for the purposes of determining the filing fee only, in         
  accordance with Rule 0-11(b)(1) under the Securities Exchange Act of 1934,
as amended. Determined by multiplying 149,998, the number of shares of  
 common stock of Bulova held by shareholders other than Loews Corporation,
by $35.00, the price to be paid per share.                              

[   ] Check the box if any part of the fee is offset as provided by Exchange    
 Act Rule 0-11(a)(2) and identify the filing with which the offsetting
 fee was previously paid. Identify the previous filing by registration
 statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid:                                     Filing Party:       
Form or Registration No.:                                   Filing Date:        
==============================================================================  

* This statement also constitutes Amendment No. 20 to the Statement on          
Schedule 13D previously filed by Loews Corporation with respect to the      
common stock of Bulova Corporation.                                         

This Amendment No. 3 supplements and amends the Rule 13e-3 Transaction      
Statement on Schedule 13E-3 originally filed on December 1, 2004 by Loews       
Corporation, a Delaware corporation ("Loews"), and 2004-LCBV Corporation, a     
New York corporation and a wholly owned subsidiary of Loews ("Merger Sub"), as  
heretofore amended, with respect to the merger (the "Merger") of Merger Sub     
into Bulova Corporation, a New York corporation ("Bulova").                     

This Amendment No. 3 is being filed to report that the Merger became        
effective on January 18, 2005. As a result of the Merger, all outstanding       
shares of Bulova common stock (other than shares held by Merger Sub, shares     
held in Bulova's treasury or by shareholders who perfect their appraisal        
rights under New York law) were cancelled and converted into the right to       
receive $35 in cash, and Bulova is now a wholly owned subsidiary of Loews.      

SIGNATURES                                                                      

After due inquiry and to the best of his knowledge and belief, each of the      
undersigned certifies that the information set forth in this Statement is       
true, complete and correct.                                                     

Dated: January 25, 2005                                                         

                         LOEWS CORPORATION

                                 By:    /s/ Gary W. Garson
                             Name:  Gary W. Garson
                                    Title: Senior Vice President

                             2004-LCBV CORPORATION

                                  By:    /s/  Gary W. Garson
                             Name:  Gary W. Garson
                                    Title: Senior Vice President

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13E3/A’ Filing		Date		Other Filings
Filed on:		1/25/05
		1/18/05		15-12B,  8-K,  SC 13E3/A
		12/1/04		4,  8-K,  SC 13E3
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