FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * TCW GROUP INC 2. Issuer Name and Ticker or Trading Symbol SCHOOL SPECIALTY INC [ SCOO ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)         (First)         (Middle)
865 SOUTH FIGUEROA STREET,, SUITE 1800
3. Date of Earliest Transaction (MM/DD/YYYY)
5/29/2020
(Street)
LOS ANGELES, CA 90017
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant to Purchase Common Stock  $0.01  5/29/2020    J/K (1)       567346 (3)  5/29/2020  12/27/2022  Common Stock  992328  $0 (4) 992328  I  See note (5)
Warrant to Purchase Common Stock  $0.001  5/29/2020    J (2)    10666288      5/29/2020  5/29/2023  Common Stock  10666288  $0 (4) 10666288  I  See note (5)

Explanation of Responses:
(1)  TCW Asset Management Company LLC, as agent to various lenders of the Issuer, previously received a Warrant to Purchase Common Stock from the Issuer exercisable for 1,559,674 shares of common stock of the Issuer. On May 29, 2020, in re-issuance and replacement of the previous Warrant, the Issuer issued several new warrants directly to the lenders to the Issuer which warrants, taken together, were exercisable for the same aggregate number of shares of common stock as the previous Warrant. The re-issued warrants possessed by lenders that are associated with the TCW Business Unit are only exercisable for 992,328 shares of common stock in the aggregate.
(2)  On May 29, 2020, the Issuer issued several additional new warrants directly to the lenders to the Issuer in consideration for continuing and additional extensions of credit to the Issuer. The additional new warrants possessed by lenders that are associated with the TCW Business Unit are exercisable for 10,666,288 shares of common stock in the aggregate.
(3)  As described in Note 1 above, the TCW Business Unit did not sell or contractually dispose of securities of the Issuer; however, by virtue of the re-issuance of warrants previously issued on December 27, 2019 the TCW Business Unit is no longer deemed the beneficial ownership of the portion of warrants exercisable for 567,346 shares of common stock of the Issuer which was previously reported as beneficially owned on a Form 3.
(4)  Both the re-issued warrants and the new warrants were issued to lenders of the Issuer in consideration for continuing and additional extensions of credit to the Issuer.
(5)  Held in client accounts managed by The TCW Group, Inc. and its affiliates.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
TCW GROUP INC
865 SOUTH FIGUEROA STREET,
SUITE 1800
LOS ANGELES, CA 90017

X


Signatures
Meredith Jackson 6/2/2020
**Signature of Reporting Person Date