As filed with the Securities and Exchange Commission on January 18, 2005
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                Schedule 13E-3
               Transaction Statement under Section 13(e) of the
                         Securities Exchange Act of 1934*

                              (Amendment No. 2)

                              BULOVA CORPORATION
                             (Name of the Issuer)

                            2004-LCBV Corporation
                              Loews Corporation
                      (Name of Persons Filing Statement)

                    Common Stock, Par Value $5.00 Per Share
                        (Title of Class of Securities)

                                 120457 10 6
                    (CUSIP Number of Class of Securities)

                               Gary W. Garson
                              Loews Corporation
                             667 Madison Avenue
                          New York, New York 10021
                                212-521-2000

            (Name, Address and Telephone Number of Person Authorized 
  to Receive Notices and Communications on Behalf of Persons Filing Statement)

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES 
COMMISSION HAS APPROVED OR DISAPPROVED OF THIS TRANSACTION, PASSED UPON THE 
MERITS OR THE FAIRNESS OF THE TRANSACTION OR PASSED UPON THE ADEQUACY OR 
ACCURACY OF THE INFORMATION CONTAINED IN THIS DOCUMENT. ANY REPRESENTATION TO 
THE CONTRARY IS A CRIMINAL OFFENSE.

This statement is filed in connection with (check the appropriate box):

[   ] a. The filing of solicitation materials or an information statement 
         subject to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the
         Securities Exchange Act of 1934.
[   ] b. The filing of a registration statement under the Securities Act of 
         1933.
[   ] c. A tender offer.
[ X ] d. None of the above.

         Check the following box if the soliciting materials or information 
         statement referred to in checking box (a) are preliminary copies. [ ]

         Check the following box if this is a final amendment reporting the 
         results of the transaction. [ ]

                            Calculation of Filing Fee

   Transaction Valuation(1)                           Amount of Filing Fee
        $5,249,930                                             $665
(1) Calculated, for the purposes of determining the filing fee only, in 
    accordance with Rule 0-11(b)(1) under the Securities Exchange Act of 1934, 
    as amended. Determined by multiplying 149,998, the number of shares of 
    common stock of Bulova held by shareholders other than Loews Corporation, 
    by $35.00, the price to be paid per share.

[   ] Check the box if any part of the fee is offset as provided by Exchange 
      Act 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.:                                   Filing Date:
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* This statement also constitutes Amendment No. 19 to the Statement on 
  Schedule 13D previously filed by Loews Corporation with respect to the 
  common stock of Bulova Corporation.


  This Amendment No. 2 supplements and amends the Rule 13e-3 Transaction 
Statement on Schedule 13E-3 originally filed on December 1, 2004 by Loews 
Corporation, a Delaware corporation ("Loews"), and 2004-LCBV Corporation, a 
New York corporation and a wholly owned subsidiary of Loews ("Merger Sub"), as 
heretofore amended, with respect to the merger (the "Merger") of Merger Sub 
into Bulova Corporation, a New York corporation ("Bulova").

  This Amendment No. 2 is being filed to report that the Merger became 
effective on January 18, 2005. As a result of the Merger, all outstanding 
shares of Bulova common stock (other than shares held by Merger Sub, shares 
held in Bulova's treasury or by shareholders who perfect their appraisal 
rights under New York law) were cancelled and converted into the right to 
receive $35 in cash, and Bulova is now a wholly owned subsidiary of Loews.


                                SIGNATURES

After due inquiry and to the best of his knowledge and belief, each of the 
undersigned certifies that the information set forth in this Statement is 
true, complete and correct.

Dated: January 18, 2005

                                            LOEWS CORPORATION


                                            By:    /s/ Gary W. Garson
                                            Name:  Gary W. Garson
                                            Title: Senior Vice President


                                            2004-LCBV CORPORATION 

                                            By:    /s/  Gary W. Garson
                                            Name:  Gary W. Garson
                                            Title: Senior Vice President

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