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HOUSE2HOME Inc – ‘SC 13D’ on 12/20/01 re: HOUSE2HOME Inc

On: Thursday, 12/20/01 · Accession #: 850316-1-500028 · File #: 5-40901

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer

12/20/01  HOUSE2HOME Inc                    SC 13D                 1:12K  HOUSE2HOME Inc

General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      Herbert Zarkin 13D, 12/18/01                           5     24K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Address of Issuer's Principal Executive Offices: Aggregate Number and Percentage of Class of Common Stock: Certain Civil Proceedings in Last Five Years: Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer: Criminal Convictions in Last Five Years: Date on Which Reporting Person Ceased to Be Beneficial Owner of Five Percent of Common Stock: Identity and Background: Material to Be Filed as Exhibits: Name of Issuer: Purpose of Transaction: Rights of Any Other Person: Source and Amount of Funds or Other Consideration: Title of Class of Equity Securities: Transactions in the Common Stock Within Last 60 Days:
1	1st Page - Filing Submission
3	Item 1(a). Name of Issuer:
"	Item 1(b). Address of Issuer's Principal Executive Offices:
"	Item 1(c). Title of Class of Equity Securities:
"	Item 2(a)-(c), (f). Identity and Background:
"	Item 2(d). Criminal Convictions in Last Five Years:
"	Item 2(e). Certain Civil Proceedings in Last Five Years:
"	Item 3. Source and Amount of Funds or Other Consideration:
"	Item 4. Purpose of Transaction:
"	Item 5(a)-(b). Aggregate Number and Percentage of Class of Common Stock:
4	Item 5(c). Transactions in the Common Stock Within Last 60 Days:
"	Item 5(d). Rights of Any Other Person:
"	Item 5(e). Date on Which Reporting Person Ceased to Be Beneficial Owner of Five Percent of Common Stock:
"	Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer:
"	Item 7. Material to Be Filed as Exhibits:

SC 13D 1st Page of 5 TOC ↑Top Previous Next ↓Bottom Just 1st
 
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 ---------------------------------

SCHEDULE 13D

 Under the Securities Exchange Act of 1934

(Amendment No. 1 )

 House2Home, Inc. (F/K/A HomeBase, Inc.)
------------------------------------------------------------------------------
(Name of Issuer)

Common Stock, $.01 par value per share
------------------------------------------------------------------------------
(Title of Class of Securities)

 43738E 10 8
------------------------------------------------------------------------------
(CUSIP number)

 Herbert J. Zarkin
c/o House2Home, Inc.
3345 Michelson Drive
Irvine, California 92612
 (949)442-5000
------------------------------------------------------------------------------
 (Name, Address and Telephone Number of Person
 Authorized to Receive Notices and Communications)

 December 11, 2001
------------------------------------------------------------------------------
 (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  which is the subject of this Schedule 13D, and is
filing  this  schedule   because  of  (S)(S)   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 (S) 240.13d-7 for other parties to whom copies are to be sent.

(Continued on following pages)

 (Page 1 of 5 pages)

 ---------------------------
            *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).                                                       

SC 13D 2nd Page of 5 TOC 1st Previous Next ↓Bottom Just 2nd
------------------------                                 -----------------------
CUSIP No. 43738E  10  8                13D                 Page  2  of  5  Pages
    -------------                                         ---    ---
------------------------                                 -----------------------

------ -------------------------------------------------------------------------
1      NAME OF REPORTING PERSONS                                                
  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only).

HERBERT J. ZARKIN                                                 

------ -------------------------------------------------------------------------
2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                        
                                                                        (a)  [_]
                                                                        (b)  [_]

------ -------------------------------------------------------------------------
3      SEC USE ONLY                                                             

------ -------------------------------------------------------------------------
4      SOURCE OF FUNDS (See Instructions)                                       

Not Applicable                                                    

------ -------------------------------------------------------------------------
5      CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM    
2(d) or 2(e)                                                      
                                                                             [_]

------ -------------------------------------------------------------------------
6      CITIZENSHIP OR PLACE OF ORGANIZATION                                     

UNITED STATES                                                     
------ -------------------------------------------------------------------------
7      SOLE VOTING POWER          
NUMBER OF                                                           
1,702,672 /(1)/     
       SHARES          ------ --------------------------------------------------
8      SHARED VOTING POWER        
BENEFICIALLY                                                            
0                   
      OWNED BY         ------ --------------------------------------------------
9      SOLE DISPOSITIVE POWER     
EACH                                                            
1,702,672 /(1)/     
      REPORTING        ------ --------------------------------------------------
10     SHARED DISPOSITIVE POWER   
PERSON WITH                                                           
0                   
------ -------------------------------------------------------------------------
11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON             

1,702,672 /(1)/                                                   

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

                                                                             [_]

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

4.6%                                                              

------ -------------------------------------------------------------------------
14     TYPE OF REPORTING PERSON*                                                

IN                                                                
------ -------------------------------------------------------------------------

/(1)/Includes  options to purchase 815,000 shares of Common Stock of the Issuer,
which options are currently exercisable. Pursuant to SEC Rule 13d-3(d)(1)(i)(D),
the  percentage  of common stock is based on  37,596,435  shares of common stock
issued and outstanding as of October 27, 2001.                                  

SC 13D 3rd Page of 5 TOC 1st Previous Next ↓Bottom Just 3rd
------------------------                                 -----------------------
CUSIP No. 43738E  10  8                13D                 Page  3  of  5  Pages
    -------------                                         ---    ---
------------------------                                 -----------------------

ITEM 1(a).  NAME OF ISSUER:                                                     

       House2Home,  Inc. (F/K/A  HomeBase,  Inc.), a Delaware  corporation  (the
"Issuer").                                                                      

ITEM 1(b).  ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:                    

       The  principal  executive  offices  of the  Issuer  are  located  at 3345
Michelson Drive, Irvine, California 92612.                                      

ITEM 1(c).  TITLE OF CLASS OF EQUITY SECURITIES:                                

Common stock, par value $.01 per share (the "Common Stock").      

ITEM 2(a)-(c), (f).  IDENTITY AND BACKGROUND:                                   

       The Reporting  Person is Herbert J. Zarkin,  an individual  United States
citizen  whose  present  principal  employment  is the  Chairman of the Board of
Directors and Chief Executive  Officer of the Issuer at the address listed above
in Item 1(b) and the Chairman of the Board of Directors of BJ's Wholesale  Club,
Inc., a  corporation  headquartered  at One Mercer Road,  Natick,  Massachusetts
01760.                                                                          

ITEM 2(d).  CRIMINAL CONVICTIONS IN LAST FIVE YEARS:                            

       The  Reporting  Person has not been  convicted  in a criminal  proceeding
(excluding  traffic  violations  or similar  misdemeanors)  during the last five
years.                                                                          

ITEM 2(e).  CERTAIN CIVIL PROCEEDINGS IN LAST FIVE YEARS:                       

       The Reporting Person has not, during the last five years, been a party to
any civil  proceeding  as a result of which he has been  subject to a  judgment,
decree,  final order enjoining future violations of, or prohibiting or mandating
activities  subject  to,  federal  or state  securities  laws,  or  finding  any
violations with respect to such laws.                                           

ITEM 3.     SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:                  

Not applicable.                                                   

ITEM 4.     PURPOSE OF TRANSACTION:                                             

       The Reporting  Person  intends to sell,  or otherwise  dispose of, all or
substantially  all of his ownership of shares of stock through sales in the open
market or in privately negotiated transactions.                                 

       On November 7, 2001, the House2Home, Inc. filed voluntary petitions under
Chapter 11 of the Federal  Bankruptcy  Code.  The filings  were made in the U.S.
Bankruptcy Court in Santa Ana, California.  The Company will liquidate and cease
operating all 42 of its House2Home  home decorating  superstores  under a motion
approved by the Bankruptcy Court. Once the stores have been liquidated the Board
of Directors is expected to resign their positions.                             

ITEM 5(a)-(b).  AGGREGATE NUMBER AND PERCENTAGE OF CLASS OF COMMON STOCK:       

The  responses to Items 7-11 and Item 13 of the cover page of this
Schedule 13D are hereby incorporated by reference.                              

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------------------------                                 -----------------------
CUSIP No. 43738E  10  8                13D                 Page  4  of  5  Pages
    -------------                                         ---    ---
------------------------                                 -----------------------

ITEM 5(c).  TRANSACTIONS IN THE COMMON STOCK WITHIN LAST 60 DAYS:               

       The  Reporting  Person has  effected  a sale of 375,000  shares of Common
Stock of the Issuer on the open market:                                         

Transaction Date            Amount of Common Stock Sold                 Price   
----------------            ---------------------------                -------  
December 11, 2001                     375,000                          $0.0032  

ITEM 5(d).  RIGHTS OF ANY OTHER PERSON:                                         

Not applicable.                                                   

ITEM 5(e).  DATE ON WHICH REPORTING PERSON CEASED TO BE BENEFICIAL OWNER OF FIVE
PERCENT OF COMMON STOCK:                                

December 11, 2001                                                 

ITEM 6.     CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH       
RESPECT TO SECURITIES OF THE ISSUER:                    

       The Reporting Person holds options for the purchase of a total of 565,000
shares of the Common Stock of the Issuer  granted  pursuant to the Issuer's 1989
Stock  Incentive  Plan  dated as of June 14,  1989 (the  "1989  Stock  Incentive
Plan").  The Reporting  Person also holds options for the purchase of a total of
500,000  shares  of the  Common  Stock of the  Issuer  granted  pursuant  to the
Issuer's  1997 Stock  Incentive  Plan dated as of July 27, 1997 (the "1997 Stock
Incentive Plan"). These options include 250,000 options, half of which are first
exercisable on August 30, 2002, and the other half on August 30, 2003.  Pursuant
to the terms of the 1997 Stock Incentive Plan and the 1989 Stock Incentive Plan,
in the event of a change of control of the Issuer,  any theretofore  unsatisfied
conditions  to the vesting of any stock  options  held by the  Reporting  Person
shall be deemed immediately satisfied.                                          

       To the best  knowledge of the Reporting  Person,  other than as described
herein,  there are at  present no  contracts,  arrangements,  understandings  or
relationships  (legal or otherwise)  between the Reporting Person and any person
with respect to any  securities  of the Issuer,  including,  but not limited to,
transfer or voting of any of the securities of the Issuer,  finder's fees, joint
ventures, loan arrangements,  puts or calls, guarantees of profits,  division of
profits  or loss or the  giving  or  withholding  of  proxies,  or a  pledge  or
contingency  the  occurrence of which would give another  person voting power or
investment  power  over the  Common  Stock of the Issuer  (other  than  standard
default and similar provisions contained in loan agreements).                   

ITEM 7.     MATERIAL TO BE FILED AS EXHIBITS:                                   

None.                                                             

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------------------------                                 -----------------------
CUSIP No. 43738E  10  8                13D                 Page  5  of  5  Pages
    -------------                                         ---    ---
------------------------                                 -----------------------

 SIGNATURE

       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.                                                                        

Dated:  December 18, 2001                                                       

                                       /s/ Herbert J. Zarkin
                                                 -------------------------------
                                          Name:  Herbert J. Zarkin

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D’ Filing	Date	First	Last	Other Filings

	8/30/03	4
	8/30/02	4
Filed on:	12/20/01
	12/18/01	5
	12/11/01	1	4	SC 13G
	11/7/01	3
	10/27/01	2		10-Q
	7/27/97	4
				List all Filings

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Filing Submission 0000850316-01-500028 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

HOUSE2HOME Inc – ‘SC 13D’ on 12/20/01 re: HOUSE2HOME Inc

On: Thursday, 12/20/01 · Accession #: 850316-1-500028 · File #: 5-40901

General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents