RIVERDALE LLC
13F-HR, 2000-11-13
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 13F

                               Form 13F COVER PAGE


Report for the Calendar Year or Quarter Ended: September 30, 2000

Check here if Amendment [ ]; Amendment Number: __________
This Amendment (Check only one.):                    [ ] is a restatement.
                                                     [ ] adds new holdings
                                                         entries.
Institutional Investment Manager Filing this Report.

Name:             Riverdale LLC
Address:          100 South Bedford Road
                  Mt. Kisco, NY  10549

Form 13F File Number:  28-5932

The institutional  investment  manager filing this report and the person by whom
it is signed hereby  represent  that the person signing the report is authorized
to  submit  it,  that all  information  contained  herein is true,  correct  and
complete,  and  that  it is  understood  that  all  required  items,  statement,
schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:             Edward E. Mattner
Title:            Manager
Phone:            (212) 702-4300

Signature, Place, and Date of Signing:

/s/ Edward E. Mattner          New York, New York                       11/13/00
[Signature]                    [City, State]                            [Date]

Report Type (Check only one.):

[X]  13F HOLDINGS REPORT:  (Check here if all holdings of this reporting manager
are reported in this report.)

[ ] 13F NOTICE.  (Check here if no holdings reported are in this report, and all
holdings are reported by other reporting manager(s).)

[ ] 13F  COMBINATION  REPORT.  (Check here if a portion of the holdings for this
reporting  manager are  reported  in this  report and a portion are  reported by
other reporting manager(s).)



<PAGE>



                              Form 13F SUMMARY PAGE

Report Summary:

Number of Other Included Managers:                                   1

Form 13F Information Table Entry Total:                              5

Form 13F Information Table Value Total:                              $535,878
                                                                     (thousands)


Confidential  Treatment  has been  requested  for accounts of equity  securities
reported on by this  Institutional  Investment  Manager and this information has
been filed separately with the Commission.

List of Other Included Managers:


Provided a  numbered  list of the  name(s)  and Form 13F file  number(s)  of all
institutional  investment  managers  with respect to which this report is filed,
other than the manager filing this report.

         No.      From 13F File Number            Name

         01                28-4690                High River Limited Partnership














<PAGE>
<TABLE>
                                                   FORM 13F INFORMATION TABLE
                                             AS OF SEPTEMBER 30, 2000 (SEC USE ONLY)
                                            NAME OF REPORTING MANAGER:  Riverdale LLC
<CAPTION>

                                      Item 4:    Item 5:               Item 6:
                                      FAIR       SHARES                INVEST-           Item 7:              Item 8:
                Item 2:    Item 3:    MARKET     OF                    MENT              MANAGERS             VOTING
Item 1:         TITLE OF   CUSIP      VALUE      PRINCIPAL             DISCRE-           SEE                  AUTHORITY
NAME OF ISSUER  CLASS      NUMBER     (000)      AMOUNT                TION              INSTR. V             (SHARES)
                                                                       (b)
                                                                       Shared
                                                                       as De-
                                                                       fined  (c)
                                                            (a)        in In- Shared               (a)        (b)        (c)
                                                            Sole       str. V Other                Sole       Shared     None
<S>             <C>        <C>        <C>        <C>        <C>        <C>    <C>        <C>       <C>        <C>        <C>


Federal Mogul
Corp.           Com        313549107    26,824   4,930,800             X                 1         4,930,800

Nabisco Group
Hold.           Com        62952P102   408,895  14,347,200             X                 1         14,347,200

Philip Services
Corp.           Com        718193105       538   6,642,178             X                 1         6,642,178

Vector Group
Ltd.            Com        92240M108    34,302   1,974,834             X                 1         1,974,834

VISX, Inc.      Com        92844S105    65,319   2,425,505             X                 1         2,425,505

                           Total:     535,878


</TABLE>




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