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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: March 31, 1999
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: Basil P. Regan
Address: c/o Regan Partners, L.P.
6 East 43rd Street
New York, NY 10017
Form 13F File Number: 28-
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, statements,
schedules, lists, and tables, are considered integral parts of
this form.
Person Signing this Report on Behalf of Reporting Manager:
Name: Basil P. Regan
Title:
Phone: (212) 661-3442
Signature, Place, and Date of Signing:
/s/ Basil P. Regan New York, NY May 17, 1999
__________________ _______________ ______________
[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.)
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[ ] 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).)
List of Other Managers Reporting for this Manager:
[If there are no entries in this list, omit this section.]
Form 13F File Number Name
28-
[Repeat as necessary.]
2
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Form 13F SUMMARY PAGE
Report Summary:
Number of Other Included Managers: 1
Form 13F Information Table Entry Total: 7
Form 13F Information Table Value Total: $267,228
[thousands]
List of Other Included Managers:
Provide 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.
[If there are no entries in this list, state "NONE" and omit the
column headings and list entries.]
No. Form 13F File Number Name
28-
[Repeat as necessary.]
3
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<TABLE>
Form 13F INFORMATION TABLE
<CAPTION>
COLUMN 1 COLUMN 2 COLUMN 3 COLUMN 4 COLUMN 5 COLUMN 6 COLUMN 7 COLUMN 8
--------- -------- -------- -------- -------- --------- -------- --------
VOTING AUTHORITY
TITLE CUSIP MARKET SHRS OR SH/ PUT/ INVESTMENT OTHER (a) (b) (c)
NAME OF ISSUER OF CLASS NUMBER VALUE (X1000)PRN AMT PRN CALL DISCRETION MANAGERS SOLE SHARED NONE
- -------------- -------- ------ ------ ------- --- ---- ---------- ------ ---- ------ ----
<S> <C> <C> <C> <C> <OB <C> <C> <C> <C> <C> <C>
AmeriCredit Common 03060R101 50,813 3,871,500 SH Sole 3,871,500
GenRad Common 372447102 57,969 4,032,600 SH Sole 4,032,600
Hanover Direct Common 410783104 108,833 38,696,250 SH Sole 38,696,250
Medaphis Common 584028104 11,645 4,839,700 SH Sole 4,839,700
NewsEdge Common 65249Q106 37,515 4,287,400 SH Sole 4,287,400
Exabyte Common 300615101 119 25,000 SH Sole 25,000
Intergraph Common 458683109 334 50,000 SH Sole 50,000
TOTAL 267,228
</TABLE>
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01394002.AN7
