UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ___________)*
Zenith Electronics Corporation
(Name of Issuer)
Common Stock, $1.00 par value
(Title of Class of Securities)
989349105
(CUSIP Number)
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 the dislosures 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 purpose of
Section 18 of the Securities 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).
____________________________________________________________________________
CUSIP NO. 989349105 13G
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fletcher Capital Markets, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
A New York Corporation
____________________ 5 SOLE VOTING POWER
|
NUMBER OF | 2,250,000
SHARES |
BENEFICIALLY | 6 SHARED VOTING POWER
OWNED BY | 0
EACH |
REPORTING |
PERSON | 7 SOLE DISPOSITIVE POWER
WITH |
| 2,250,000
|
| 8 SHARED DISPOSITIVE POWER
|
| 0
____________________|
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,250,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.6%
12 TYPE OF REPORTING PERSON*
BD
______________________________________________________________________________
ITEM 1.
(a) Name of Issuer:
Zenith Electronics Corporation
(b) Address of Issuer's Principal Executive Offices:
1000 Milwaukee Avenue
Glenview, Illinois 60025
ITEM 2.
(a) Name of Person Filing:
Fletcher Capital Markets, Inc.
(b) Address of Principal Business Office:
767 Fifth Avenue
48th Floor
New York, New York 10153
(c) Citizenship: A New York Corporation
(d) Title of Class of Securities:
Common Stock, $1.00 par value
(e) CUSIP Number: 989349105
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-
1(B) OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A:
X Broker or Dealer registered under Section 15 of
the Act;
Bank as defined in section 3(a)(6) of the Act;
Insurance Company as defined in section 3(a)(19)
of the Act;
Investment Company registered under section 8 of
the Investment Company Act;
Investment Adviser registered under section 203
of the Investment Advisers Act of 1940;
Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund;
Parent Holding Company, in accordance with SECTION
240.13d-1(b)(ii)(G);
Group, in accordance with SECTION240.13d-
1(b)(1)(ii)(H).
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned: 2,250,000 shares
(b) Percent of Class: 6.6%
(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 2,250,000 shares
(ii) Shared power to vote or to direct the vote: None
(iii) Sole power to dispose or to direct the
disposition of: 2,250,000 shares
(iv) Shared power to dispose or to direct the
disposition of: None
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable.
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.
Not Applicable.
ITEM 9. NOTICE OF DISSOLUTION OF THE 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
such securities and were not acquired in connection with
or as a participant in any transaction having such 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.
February 14, 1994
Date
/s/ Mary Chamberlin
Name: Mary Chamberlin
Title: General Counsel
