CUSIP NUMBER: 988858106
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT: December 31, 2011
Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:
[X] Rule 13d-1 (b)
[ ] Rule 13d-1 (c)
[ ] Rule 13d-1 (d)
*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 the disclosures provided in a prior cover page.
The information required in 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 NUMBER: 98858106
(1) Names of Reporting Persons Skandinaviska Enskilda Banken AB (publ)
IRS Identification Nos. of Above Persons N/A
(2) Check the Appropriate Box if a Member of a Group(see Instructions)
(a) ( ) (b) ( )
(3) SEC use only
(4) Citizenship or Place of Organization Sweden
Number of Shares (5) Sole Voting Power 3,100,000
Beneficially
Owned by Each (6) Shared Voting Power 0
Reporting Person
With (7) Sole Dispositive Power 3,100,000
(8) Shared Dispositive Power 0
(9) Aggregate Amount Beneficially Owned
by Each Reporting Person 3,100,000
(10) Check if the Aggregated Amount in Row (9) Excludes Certain
Shares (see Instructions) ( )
(11) Percent of Class Represented by Amount in Row (9) 9.63%
(12) Type of Reporting Person (see Instructions) (HC)
SCHEDULE 13G
Item 1(a) Name of Issuer: Zale Corporation
Item 1(b) Address of Issuer's Principal Executive Office:
901 W. Walnut Hill Lane, MS 7A-5
Irving, TX 75038-1003
Item 2(a) Name of Person Filing:
Skandinaviska Enskilda Banken AB (publ)
and any other reporting person(s)
identified on Exhibit I
Item 2(b) Address of Principal Business Office, or if None, Residence:
C/O Skandinaviska Enskilda Banken AB (publ)
SE-106 40 Stockholm
Sweden
(for all reporting persons)
Item 2(c) Citizenship: See cover page and Exhibit I
Item 2(d) Title of Class of Securities: Common Stock
CUSIP Number 988858106
Item 3 See Item 12 of cover page(s) ("Type of Reporting Person")
and Exhibit I for each reporting person.
Symbol Category
[X] Parent Holding Company, in accordance with Section
240.13-d(1) (b) (1) (ii) (G)
[X] A non-US institution that is the functional equivalent of
any of the institutions listed in Rule 240.13d-1 (b)(1)(ii)
(A) through (I), so long as the non-U.S. institution is
subject to a regulatory scheme that is substantially
comparable to the regulatory scheme applicable to the
equivalent U.S. institution.
Item 4 See Item 5 through 9 and 11 of cover page(s)
As to each reporting person.
Item 5 Ownership of 5% or Less of a Class:
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than
5% of the class of securities, check the following ( )
Item 6 Ownership of More than 5% on Behalf of Another Person:
All of the securities are beneficially owned by
Skandinaviska Enskilda Banken AB (publ)
and its direct subsidiaries in their various fiduciary capacities.
As a result, another entity in every instance is entitled to dividends or
proceeds of sale. The number of individual accounts holding an
interest of 5% or more is ( )
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported by
the Parent Holding Company:
See Exhibit I
Item 8 Identification and Classification of Members of the Group:
N/A
Item 9 Notice of Dissolution of Group
N/A
Item 10 Certification:
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for
the purpose of and do not have the effect of changing or influencing
the control of the issuer of such securities and were not acquired and
are not held in connection with or as a participant in any transaction
having such purpose or effect.
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. This filing is signed by
Skandinaviska Enskilda Banken AB (publ) on behalf
of all reporting entities pursuant to Rule 13d-1(k) (1)
promulgated under the Securities and Exchange Act of 1934, as amended.
Date: January 31, 2012
SKANDINAVISKA ENSKILDA BANKEN AB (PUBL)
By: /S/ JANE JONSSON By: /S/ ANNELIE ANDERSSON
--------------------------- ---------------------------
Jane Jonsson Annelie Andersson
Attorney-In-Fact for Skandinaviska Attorney-In-Fact for Skandinaviska
Enskilda Banken AB(publ) Enskilda Banken AB(publ)
EXHIBIT I
The Item 3 classification of Skandinaviska Enskilda Banken AB (publ)
is "Item 3(g) a parent holding company or control person
in accordance with Section 240.13d-1(b)(1)(ii)(G)."
The shares reported on the attached Schedule 13G are beneficially
owned by the following direct subsidiaries of
Skandinaviska Enskilda Banken AB (publ), as marked (X):
(A) The Item 3 classification of each of the subsidiaries listed below
is "Item 3(j) Group, in accordance with Section 240.13d-1 (b)(1)(ii)(j)"
SEB Asset Management S.A.
P.O. Box 2053
L-1020 Luxembourg
NOTE: ALL OF THE LEGAL ENTITITIES LISTED UNDER (A) ABOVE ARE
DIRECT SUBSIDIARIES OF SKANDINAVISKA ENSKILDA BANKEN AB (PUBL).
BENEFICIAL OWNERSHIP OF MORE THAN FIVE PERCENT OF THE CLASS
DIRECTLY OR INDIRECTLY BY ANY ONE OF THE SUBSIDIARIES LISTED ABOVE
IS REPORTED ON A JOINT REPORTING PERSON PAGE FOR THAT SUBSIDIARY ON
THE ATTACHED SCHEDULE 13G AND IS INCORPORATED INTO THE TOTAL PERCENTAGE
OF CLASS REPORTED ON THE REPORTING PERSON PAGE FOR
SKANDINAVISKA ENSKILDA BANKEN AB (PUBL).
(DO NOT ADD THE SHARES OR PERCENT OF CLASS REPORTED ON EACH JOINT
REPORTING PERSON PAGE ON THE ATTACHED SCHEDULE 13G TO DETERMINE THE
TOTAL PERCENT OF CLASS FOR SKANDINAVISKA ENSKILDA BANKEN AB (PUBL).
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"),
the undersigned hereby agree to any and all joint filings required
to be made on their behalf on Schedule 13G (including amendments thereto)
under the Exchange Act, with respect to securities which may be deemed
to be beneficially owned by them under the Exchange Act, and that
this Agreement be included as an Exhibit to any such joint filing.
This Agreement may be executed in any number of counterparts all of
which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement
effective as of the date set forth below.
SKANDINAVISKA ENSKILDA BANKEN AB (PUBL)
By: /S/ HELENE HELLNERS By: /S/ ANTHONY RACANELLI
--------------------- ---------------------
Helene Hellners Anthony Racanelli
Legal Counsel Vice President
Date: 2 February 2012 Date: 2 February 2012
SEB ASSET MANAGEMENT S.A.
By: /S/ RUDOLF KOEMEN By: /S/ MATTHIAS MUELLER
--------------------- ---------------------
Rudolf Koemen Matthias Mueller
Managing Director General Manager
Date: 2 February 2012 Date: 2 February 2012
POWER OF ATTORNEY
We, SEB Asset Management S.A. ("SEB Asset Management") hereby appoint either of
ANNELIE ANDERSSON, or
MADELAINE HYDEN, or
JANE JONSSON, or
CHARLOTTE LANDBERG, or
EVA ALUND,
Two acting jointly, within Compliance Control Room at
Skandinaviska Enskilda Banken AB (publ), to act as
SEB Asset Management's attorney,
with full power and authority to sign on behalf of
SEB Asset Management with respect to reporting of
disclosure and compliance issues to national and international
regulatory and authorities. We ratify and confirm that
said attorneys may do by virtue hereof. This power of attorney
shall remain in full force and effective one (1) year
from the date hereof.
Luxembourg, 7 November 2011
SEB Asset Management S.A.
By: /S/ RUDOLF KOEMEN By: /S/ MATTHIAS MUELLER
--------------------- ---------------------
Rudolf Koemen Matthias Mueller
Managing Director Head of Oversight & Control
POWER OF ATTORNEY
We, Skandinaviska Enskilda Banken AB (publ)("SEB AB") hereby appoint either of
ANNELIE ANDERSSON, or
MADELAINE HYDEN, or
JANE JONSSON, or
CHARLOTTE LANDBERG, or
EVA ALUND,
Two acting jointly, within the Compliance Control Room
at SEB AB to act as SEB AB's attorney-in-fact,
with full power and authority to sign on behalf of
SEB AB for the sole purpose of Schedule 13G filings
with the Securities and Exchange Commission through
the EDGAR reporting system. We ratify and confirm that
said attorneys may do by virtue hereof.
New York, NY
SKANDINAVISKA ENSKILDA BANKEN AB (PUBL)
By: /S/ HELENE HELLNERS By: /S/ ANTHONY RACANELLI
--------------------- ---------------------
Helene Hellners Anthony Racanelli
Legal Counsel Vice President
Date: 31 January 2012 Date: 31 January 2012
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