SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) ---------------------- SAFETY 1ST, INC. (Name of Subject Company) ---------------------- DIAMOND ACQUISITION SUBSIDIARY INC. DOREL INDUSTRIES INC. (Offeror) (Names of Filing Persons (identifying status as offeror, issuer or other person)) ---------------------- Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) ---------------------- 786475103 (CUSIP Number of Class of Securities) ---------------------- Jeffrey Schwartz Dorel Industries Inc. 1255 Greene Avenue Suite 300 Westmount, Quebec Canada H3Z 2A4 (514) 934-3034 (Name, Address and Telephone Number of Persons Authorized to Receive Notices and Communications on Behalf of filing persons) ---------------------- Copy to: Bruce Czachor Shearman & Sterling Commerce Court West 199 Bay Street, Suite 4405 Toronto, Ontario M5L 1E8 CALCULATION OF FILING FEE ================================================================================ Transaction Valuation* Amount of Filing Fee - -------------------------------------------------------------------------------- Filing relates solely to preliminary communications None. made before the commencement of a tender offer. ================================================================================ * Set forth the amount on which the filing fee is calculated and state how it was determined. |_| Check the box if any part of the fee is offset as provided by 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.: Date Filed: --------------------------- ---------------- |X| Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. Check the appropriate boxes to designate any transactions to which the statement relates: |X| third-party tender offer subject to Rule 14d-1. |_| issuer tender offer subject to Rule 13e-4. |_| going-private transaction subject to Rule 13e-3. |_| amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: |_|