Page 1 of 6 Pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.3)*
CoreComm, Inc. (Cellular Communication of PR, Inc)
-----------------------------------------------------
(Name of Issuer)
Common Stock
-----------------------------------------------------
(Title of Class of Securities)
21868N106 (150919108)
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(CUSIP Number)
Linda S. Martinson, Esq. (212) 583-2000
767 Fifth Avenue, 24th Floor, New York, NY 10153
-----------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 25, 1997
-----------------------------------------------------
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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).
SEC 1746 (12-91)<PAGE>
<PAGE>
Schedule 13D Amendment No. 3(continued)
CUSIP No. 21868N106 (150919108) Page 2 of 6 Pages
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ronald Baron
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS
2(C) OR 2(E) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 4,000
BENEFICIALLY --------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 581,700
REPORTING --------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 4,000
--------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
581,700
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
585,700
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.4%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
Page 3 of 6 Pages
Item 1. Security and Issuer
(a) Name of Issuer:
CoreComm, Inc.
(formerly Cellular Communication of Puerto Rico, Inc.)
(b) Address of Issuer's Principal Executive Offices:
110 East 59th Street
c/o International Cabletel, Inc.
New York, NY 10022
(c) Title and Class of Securities:
Common Stock
Item 2. Identity and Background
(a) Name:
Ronald Baron
(b) Business Address:
767 Fifth Avenue
24th Floor
New York, NY 10153
(c) Present Principal Employment:
President: Baron Capital Management, Inc., BAMCO, Inc.,
Baron Capital, Inc.
767 Fifth Avenue
24th Floor
New York, NY 10153
(d) Record of Convictions:
No material change.
(e) Record of Civil Proceedings:
No material change.
(f) Citizenship:
No material change.
Item 3. Source and Amount of Funds or Other Consideration
Reporting Person owns 4,000 shares of the issuer, purchased with
cash for an aggregate price of $80,620. An additional 360,500
shares were purchased for an aggregate purchase price of $6,910,515
for the accounts of two investment companies registered under the
Investment Company Act of 1940, Baron Asset Fund and Baron Growth &
Income Fund, (the "Baron Funds"), which are advised by BAMCO, Inc.
("BAMCO"), a registered investment adviser which is controlled by
Ronald Baron. An additional 221,200 shares were purchased for an
aggregate purchase price of $5,202,152 for the accounts of investment
advisory clients of Baron Capital Management, Inc.("BCM") a
registered investment advisor controlled by Ronald Baron. All of
those shares were paid for by cash assets in the accounts of the
investment companies and advisory clients.
Item 4. Purpose of Transaction
No material change.
Item 5. Interest in Securities of the Issuer
(a) Amount and percentage beneficially owned:
Reporting Person: (i) 581,700 shares in his capacity as a
controlling person of BAMCO and BCM . Reporting Person disclaims
that he is the beneficial owner of these shares. (ii) 4,000
shares personally.
<PAGE> Page 4 of 6 Pages
(b) Number of shares as to which such person has:
(i) sole power to vote or direct the vote:
4,000
(ii) shared power to vote or direct the vote:
581,700
(iii) sole power to dispose or to direct the disposition:
4,000
(iv) shared power to dispose or direct the disposition:
581,700
Reporting Person may be deemed to share power to vote and dispose
of shares referred to herein as a result of his control of the
investment advisers for whose advisory clients he is reporting. He
may be deemed to have sole power to vote and direct the disposition
of the shares referred to above to by reason of being a general
partner of BCP.
(c) A schedule of transactions effected in the last sixty days is
attached hereto as Exhibit 99.
(d) Ownership of More than Five Percent on Behalf of Another Person:
The investment advisory clients have the right to receive the
dividends from, or the proceeds from the sale of the securities
in their respective accounts. To the best of Reporting Person's
knowledge, no person has such interest relating to more than 5%
of the outstanding class of securities reported herein.
(e) Ownership of Less than Five Percent:
The percentage being reported by Reporting Person decreased to
under five percent as of April 25, 1997.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
The Funds have each entered into a Swap Transaction with Lehman
Brothers Finance SA pursuant to a standard ISDA Master Agreement. The
Swap terminates on July 30, 1997. The Agreement gives the Funds the
right to repurchase the shares after 45 days.
Item 7. Material to be Filed as Exhibits
Exhibit 99 - 60 days of trading.
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.
Date: April 30, 1997
/s/ Ronald Baron
_______________________________________
Ronald Baron
Page 6 of 6 Pages
Transaction Schedule
From 02-25-97 To 04-25-97
Acct Exec.
Date ID Trans Qty Price
- -------- ----- ----- ------ ---------
02-28-97 bcm4 sl 1,500 17.6244
03-04-97 bcm4 sl 200 17.0000
03-10-97 bcm4 sl 8,000 16.3750
03-19-97 baf by 7,500 15.3750
03-20-97 baf by 30,000 15.4792
03-21-97 baf by 17,500 15.6250
03-21-97 bcm4 by 10,000 15.6250
03-24-97 baf by 25,000 15.3750
03-24-97 baf by 5,000 15.0375
03-25-97 baf by 3,000 15.0625
03-25-97 bcm4 by 5,000 15.0625
03-26-97 baf by 2,000 15.0000
03-31-97 baf by 4,900 14.5000
04-01-97 baf by 100 14.5000
04-01-97 baf by 2,500 14.7500
04-02-97 baf by 2,500 14.6250
04-03-97 baf by 15,000 14.3750
04-04-97 baf by 5,000 14.2813
04-04-97 bcm4 by 3,000 14.2813
04-07-97 baf by 1,900 14.3125
04-07-97 bcm4 by 2,500 14.3125
04-07-97 bcm4 by 5,000 14.3125
04-08-97 baf by 3,500 14.3125
04-08-97 bcm4 by 2,500 14.3125
04-09-97 baf by 7,000 14.6250
04-09-97 bcm4 by 5,000 14.6250
04-10-97 baf by 600 14.5000
04-10-97 baf by 6,500 15.1250
04-10-97 bcm4 by 1,000 14.5000
04-10-97 bcm4 by 5,000 15.1250
04-11-97 baf by 15,000 14.8750
04-14-97 baf by 5,000 14.6250
04-15-97 baf by 5,000 14.3750
04-18-97 baf by 5,000 14.6250
04-18-97 baf by 1,500 14.2500
04-21-97 baf by 9,000 14.3611
04-23-97 baf by 4,000 14.4438
04-24-97 baf by 1,000 14.4250
04-24-97 baf by 2,500 14.5375
04-25-97 baf by 3,000 14.2500
04-25-97 baf sl 850,000 14.2500**
04-25-97 bgi sl 80,000 14.2500**
** Sale was not effected on the exchange but through
a privately negotiated transaction.
