SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 9)*
VECTOR GROUP LTD.
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(NAME OF ISSUER)
COMMON STOCK, $.10 PAR VALUE
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(TITLE OF CLASS OF SECURITIES)
92240M-10-8
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(CUSIP NUMBER)
MARC N. BELL
VICE PRESIDENT AND GENERAL COUNSEL
VECTOR GROUP LTD.
100 S.E. SECOND STREET, 32ND FLOOR
MIAMI, FL 33131
(305) 579-8000
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(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
JULY 20, 2002
(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 ss. ss. 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 ss. 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).
SCHEDULE 13D
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CUSIP NO. 92240M-10-8 PAGE 2 OF 4 PAGES
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Name of Reporting Person
1 S.S. or I.R.S. Identification No. of Above Person
Bennett S. LeBow
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2 Check the Appropriate Box if a Member of a Group*
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(a) [ ]
(b) [ ]
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3 SEC Use Only
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4 Source of Funds*
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5 Check Box 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
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United States
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7 Sole Voting Power
Number of 12,766,294 (see item 5)
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Shares 8 Shared Voting Power
420,564
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Beneficially 9 Sole Dispositive Power
Owned by Each 12,766,294 (see item 5)
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Reporting Person 10 Shared Dispositive Power
With 420,564
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11 Aggregate Amount Beneficially Owned by Each Reporting Person
13,186,858 (see item 5)
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12 Check Box if the Aggregate Amount in Row
(11) Excludes Certain Shares* [ ]
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13 Percent of Class Represented by Amount in Row (11)
36.5%
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14 Type of Reporting Person* IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
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CUSIP NO. 92240M-10-8 PAGE 3 OF 4 PAGES
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PRELIMINARY STATEMENT:
This Amendment No. 9 amends the Schedule 13D filed by Bennett
S. LeBow (the "Reporting Person") with the Securities and Exchange Commission on
February 21, 1995, as previously amended by Amendments No. 1-8 thereto (as
amended, the "Schedule 13D"), relating to the common stock, $.10 par value per
share (the "Common Stock"), of Vector Group Ltd. (formerly Brooke Group Ltd.)
(the "Company"). Unless otherwise defined herein, all terms used herein shall
have the meanings ascribed to them in the Schedule 13D. All information in this
Amendment to the Schedule 13D concerning the Common Stock has been adjusted to
give effect to the 5% stock dividends paid to stockholders of the Company on
September 30, 1999, September 28, 2000 and September 28, 2001.
Item 5 is hereby amended as follows:
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of August 19, 2002, the Reporting Person was the
indirect beneficial owner of, in the aggregate,
13,186,858 shares of Common Stock, which constituted
approximately 36.5% of the 33,257,284 shares of
Common Stock outstanding (plus 2,894,062 shares
acquirable by the Reporting Person's assignees upon
exercise of currently exercisable options). The
Reporting Person's beneficial ownership includes
currently exercisable options for 2,894,062 shares
granted to the Reporting Person, pursuant to the
Company's 1998 Long-Term Incentive Plan described in
Amendment No. 5 to the Schedule 13D.
(b) The Reporting Person indirectly exercises sole voting
power and sole dispositive power over (i) 9,555,173
shares of Common Stock through LeBow Gamma Limited
Partnership, a Nevada limited partnership, (ii)
317,059 shares through LeBow Alpha LLLP, a Delaware
limited liability limited partnership, (iii)
2,170,547 shares acquirable by LeBow Gamma Limited
Partnership, as assignee of the Reporting Person,
upon exercise of currently exercisable options and
(iv) 723,515 shares acquirable by LeBow Epsilon
Investments Trust, as assignee of the Reporting
Person, upon exercise of currently exercisable
options. The Reporting Person is the sole trustee of
LeBow Epsilon Investments Trust. The shares of Common
Stock held by LeBow Alpha LLLP are pledged to U.S.
Clearing Corp. to secure a margin loan to the
Reporting Person. LeBow Holdings Inc., a Nevada
corporation, is the general partner of LeBow Alpha
LLLP and is the sole stockholder of LeBow Gamma Inc.,
a Nevada corporation, which is the general partner of
LeBow Gamma Limited Partnership. The Reporting Person
is a director, officer and sole shareholder of LeBow
Holdings Inc. and a director and officer of LeBow
Gamma Inc. The Bennett and Geraldine LeBow
Foundation, Inc., a Florida not-for-profit
corporation, of which the Reporting Person and family
members serve as directors and executive officers,
owns 420,564 shares of Common Stock. The Reporting
Person possesses shared voting power and shared
dispositive power with the other directors of the
foundation with respect to the foundation's shares of
Common Stock.
Item 6 is hereby amended as follows:
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
(a) See Item 5(b) above.
SCHEDULE 13D
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CUSIP NO. 92240M-10-8 PAGE 4 OF 4 PAGES
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SIGNATURE
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: August 19, 2002
/s/ BENNETT S. LEBOW
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Bennett S. LeBow