UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ________)*
General Employment Enterprises, Inc.
(Name of Issuer)
Common stock, no par value per share
(Title of Class of Securities)
36-9730106
(CUSIP Number)
Robert B. Chapman, Esq.
FagelHaber LLC
55 East Monroe Street, 40th Floor
Chicago, IL 60603
(312) 346-7500
__________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
_______________________June 24, 2003_________________________
(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 Section 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).
CUSIP No. 36-9730106
1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
Herbert F. Imhoff, Jr.
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X
3. SEC Use Only .................................................
4. Source of Funds (See Instructions) N/A
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e) .................
6. Citizenship or Place of Organization United States
7. Sole Voting Power 601,678
8. Shared Voting Power
9. Sole Dispositive Power 601,678
10. Shared Dispositive Power
11. Aggregate Amount Beneficially Owned by Each Reporting Person 601,678
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) ...........
13. Percent of Class Represented by Amount in Row (11) 11.75%
14. Type of Reporting Person (See Instructions) IN
Item 1. Security and Issuer
This statement relates to the beneficial ownership of shares of common stock,
no par value per share (the "Common Stock"), of General Employment Enterprises,
Inc., an Illinois corporation ("Issuer"). The address of the principal
executive offices of the Issuer is One Tower Lane, Suite 2100, Oakbrook Terrace,
Illinois 60181.
Item 2. Identity and Background
(a) Herbert F. Imhoff, Jr.
(b) 2005 Mustang Drive, Naperville, IL 60565
(c) Chief Executive Officer, General Employment Enterprises, Inc., One Tower
Lane, Suite 2100, Oakbrook Terrace, IL 60181
(d) Mr. Imhoff has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Mr. Imhoff has not, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction.
(f) United States of America
Item 3. Source and Amount of Funds or Other Consideration
On June 24, 2003, the Herbert F. Imhoff, Jr. Revocable Trust of which Mr.
Imhoff is the settlor and has the power at any time to revoke, acquired 418,248
shares of the Issuer as a distribution from the estate of his father, Herbert
F. Imhoff. No funds were used in this acquisition. At various times prior to
the distribution from the estate, Mr. Imhoff had acquired 21,076 shares at
various prices. Mr. Imhoff holds options exercisable within 60 days to acquire
an additional 152,193 shares and Eric Imhoff, his minor child holds an
additional 10,161 shares.
Item 4. Purpose of Transaction
Mr. Imhoff currently has no plans or proposals which relate to or would result
in: (a) the acquisition by any person of additional securities of the issuer,
or the disposition of securities of the issuer; (b) an extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
issuer or any of its subsidiaries; (c) a sale or transfer of a material amount
of assets of the issuer or any of its subsidiaries; (d) any change in the
present board of directors or management of the issuer, including any plans or
proposals to change the number or term of directors or to fill any existing
vacancies on the board; (e) any material change in the present capitalization
or dividend policy of the issuer; (f) any other material change in the issuer's
business or corporate structure including but not limited to, if the issuer is
a registered closed-end investment company, any plans or proposals to make any
changes in its investment policy for which a vote is required by section 13 of
the Investment Company Act of 1940; (g) changes in the issuer's charter, bylaws
or instruments corresponding thereto or other actions which may impede the
acquisition of control of the issuer by any person; (h) causing a class of
securities of the issuer to be delisted from a national securities exchange
or to cease to be authorized to be quoted in an inter-dealer quotation system
of a registered national securities association; (i) a class of equity
securities of the issuer becoming eligible for termination of registration
pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of
those enumerated above.
Item 5. Interest in Securities of the Issuer
(a)-(b) 601,678 (11.75%) beneficially held as follows:
439,324 Herbert F. Imhoff Jr. Revocable Trust, sole voting and
dispositive power
152,193 shares which may be acquired by options, sole voting
and dispositive power
10,161 in the name of Eric Imhoff, sole voting and dispositive
power
(c) On June 24, 2003, the Herbert F. Imhoff Jr. Revocable Trust acquired
418,248 shares as a result of distribution from the estate of Mr. Imhoff's
father, Herbert F. Imhoff.
(d) None
(e) Not Applicable
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
There are no contracts, arrangements, understandings or relationships (legal
or otherwise) among the persons named in Item 2 and between such persons and
any person with respect to any securities of the issuer, including but not
limited to transfer or voting of any of the securities, finder's fees, joint
ventures, loan or option arrangements, puts or calls, guarantees of profits,
division of profits or loss, or the giving or withholding of proxies.
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: June 24, 2003
/s/ Herbert F. Imhoff, Jr.