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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. )
Centenial Healthcare Corporation
(Name of Issuer)
Common
(Title of Class of Securities)
150937100
(CUSIP Number)
December 31, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/ / Rule 13d-1(b) /x/ Rule 13d-1(c) / / Rule 13d-1(d)
*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 the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purposes 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).
(Continued on following page(s))
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CUSIP No. 150937100
Schedule 13G
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Dresdner RCM Global Investors LLC 94-3244780
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [X]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER 503,900
6 SHARED VOTING POWER -0-
7 SOLE DISPOSITIVE POWER 609,600
8 SHARED DISPOSITIVE POWER 91,200
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,800
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.75%
12
TYPE OF REPORTING PERSON
IA, OO
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CUSIP No. 150937100
Schedule 13G
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Dresdner RCM Global Investors
US Holdings LLC 94-3244780
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [X]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER 503,900
6 SHARED VOTING POWER -0-
7 SOLE DISPOSITIVE POWER 609,600
8 SHARED DISPOSITIVE POWER 91,200
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,800
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.75%
12
TYPE OF REPORTING PERSON
OO, HC
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CUSIP No. 150937100
Schedule 13G
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Dresdner Bank AG 13-2722082
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [X]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Frankfurt, Germany
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER 503,900
6 SHARED VOTING POWER -0-
7 SOLE DISPOSITIVE POWER 609,600
8 SHARED DISPOSITIVE POWER 91,200
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,800
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.75%
12
TYPE OF REPORTING PERSON
BK, HC
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Item 1(a) Name of Issuer:
Centenial Healthcare Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
400 Perimeter Center Terrace
Suite 650
Atlanta, Georgia 30346
Item 2(a) Name of Person Filing:
(i) Dresdner RCM Global Investors LLC (ii) Dresdner RCM Global Investors US
Holdings LLC (iii) Dresdner Bank AG
Item 2(b) Address of Principal Business Office or, if none, Residence:
(i) Four Embarcadero Center
San Francisco, California 94111
(ii) Four Embarcadero Center
San Francisco, California 94111
(iii) Jurgen-Ponto-Platz 1
60301 Frankfurt, Germany
Item 2(c) Citizenship:
Dresdner RCM Global Investors LLC - Delaware
Dresdner RCM Global Investors
US Holdings LLC - Delaware
Dresdner Bank AG - Frankfurt, Germany
Item 2(d) Title of Class of Securities:
Common
Item 2(e) CUSIP Number:
150937100
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(i)(e) [X] An investment adviser in accordance with
Section.240.13d-1(b)(1)(ii)(E)
(ii)(g) [X] A parent holding company or control person in accordance with
Section.240.13d-1(b)(1)(ii)(G).
(iii)(g) [X] A parent holding company or control person in accordance with
Section.240.13d-1(b)(1)(ii)(G).
Item 4. Ownership.
See responses to Items 5, 6, 7, 8, 9, and 11 of Cover Page.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [X].
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not Applicable.
Item 7. Identification and Classification of
the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the
Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of the securities and were not acquired
in connection with or as a participant in any transaction having that purpose or
effect.
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.
January 10, 2000
By /s/ Kenneth B. Weeman
Kenneth B. Weeman
In his capacity as
Vice Chairman
of Dresdner RCM Global
Investors LLC, Vice Chairman of
Dresdner RCM Global
Investors US Holdings LLC,
and as Attorney-In-Fact
for Dresdner Bank AG
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EXHIBIT A
Dresdner RCM Global Investors LLC ("Dresdner RCM") is an investment adviser and
a wholly owned subsidiary of Dresdner RCM US Holdings LLC ("DRCM Holdings").
Dresdner RCM Holdings, a Delaware Limited Liability Company, is a wholly owned
subsidiary of Dresdner Bank AG ("Dresdner"). Dresdner is an international
banking organization headquartered in Frankfurt, Germany.
Dresdner RCM has filed this Schedule 13G pursuant to Section.240.13d-1(b)(1)
(ii)(E) of the Securities Exchange Act of 1934 (the "Act"). DRCM Holdings and
Dresdner have filed this Schedule 13G pursuant to Section.240.13d-(b)(1)(ii)(G)
of the Act.
Dresdner RCM, DRCM Holdings and Dresdner are filing a joint statement on
Schedule 13G under the Act in connection with the common stock of Centenial
Healthcare Corporation.
Dresdner RCM, DRCM Holdings and Dresdner are each responsible for the timely
filing of Schedule 13G and any amendments thereto, and for the completeness and
accuracy of the information concerning each of them contained therein, but none
of them is responsible for the completeness or accuracy of the information of
the other.
January 10, 2000
By /s/ Kenneth B. Weeman
Kenneth B. Weeman
In his capacity as
Vice Chairman
of Dresdner RCM Global
Investors LLC, Vice Chairman of
Dresdner RCM Global
Investors US Holdings LLC,
and as Attorney-In-Fact
for Dresdner Bank AG
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EXHIBIT B
POWER OF ATTORNEY
Dresdner Bank AG, a bank incorporated under the Laws of the Federal Republic of
Germany, having its principal office at Jurgen-Ponto-Platz 1, Frankfurt am Main,
Germany hereby authorizes
William L. Price,
Susan C. Gause,
Kenneth B. Weeman, Jr., or
Timothy B. Parker
each of them individually as attorney-in-fact and agent, to represent, sign, and
deliver on behalf of Dresdner Bank AG, Frankfurt am Main, Schedule 13D, Schedule
13G or Form 13F under the Securities Exchange Act of 1934, as applicable, and
all such other documents and make such other declarations as the
attorney-in-fact shall deem appropriate in connection with the filing of such
schedules and documents with the U.S. Securities and Exchange Commission (the
"SEC") or with any other necessary person or entity, and to complete such
schedules or documents and to make such statements or do such acts as are
necessary to effect such filing. This Power of Attorney includes the power to
effect such filing on EDGAR, the SEC's Electronic Data Gathering , Analysis, and
Retrieval system. This Power of Attorney is valid for any acts required to
effect the above-mentioned filings and will remain valid until being revoked by
Dresdner Bank AG in writing.
Frankfurt am Main, January 29, 1999
Dresdner Bank AG
By: /s/ Alfred Schulze
Alfred Schulze
Title: Senior Manager
By: /s/ Dr. Reinhard Preusche
Dr. Reinhard Preusche
Title: General Manager
