SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
AMENDMENT NO. 2
Under the Securities Exchange Act of 1934
THE ZIEGLER COMPANIES, INC.
__________________________
(Name of Issuer)
COMMON STOCK, PAR VALUE $1.00
_____________________________
(Title of Class of Securities)
5021600-10-4
_____________
(CUSIP Number)
Gerald J. Gagner
800 West State Street, Suite 103
Doylestown, Pennsylvania 18901
(215) 297-0455
___________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 10, 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 his 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 reporting person: (1) has
a previous statement on file reporting beneficial ownership of more
than five percent (5%) of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of less than five percent (5%) of such class.
See Rule 13d-7.)
Note: Six (6) copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other
parties to whom copies are to be sent.
* 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
<PAGE>
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).
<PAGE>
(1) Names of Reporting Persons, New West Investors, L.P.
S.S. or I.R.S. Identification
Nos. of Above Persons
(2) Check the Appropriate Box if (a) [X]
a Member of a Group (See (b) [ ]
Instructions)
(3) SEC Use Only
(4) Source of Funds (See Instruc- OO
tions)
(5) Check if Disclosure of Legal
Proceedings is Required Pur-
suant to Items 2(d) or 2(e)
(6) Citizenship or Place of Organi- Pennsylvania
zation
(7) Sole Voting Power -
Number of Shares (8) Shared Voting Power 183,500
Beneficially
Owned by Each (9) Sole Dispositive -
Reporting Person Power
With:
(10) Shared Dispositive 183,500
Power
(11) Aggregate Amount Beneficially 183,500
Owned by Each Reporting Person
(12) Check if the Aggregate Amount [ ]
in Row (11) Excludes Certain
Shares (See Instructions)
(13) Percent of Class Represented 7.5%
by Amount in Row (11)
(14) Type of Reporting Person (See PN
Instructions)
<PAGE>
(1) Names of Reporting Persons, Gerald J. Gagner
S.S. or I.R.S. Identification
Nos. of Above Persons
(2) Check the Appropriate Box if (a) [X]
a Member of a Group (See (b) [ ]
Instructions)
(3) SEC Use Only
(4) Source of Funds (See Instruc- PF
tions)
(5) Check if Disclosure of Legal
Proceedings is Required Pur-
suant to Items 2(d) or 2(e)
(6) Citizenship or Place of Organi- USA
zation
(7) Sole Voting Power -
Number of Shares (8) Shared Voting Power 183,500
Beneficially
Owned by Each (9) Sole Dispositive -
Reporting Person Power
With:
(10) Shared Dispositive 183,500
Power
(11) Aggregate Amount Beneficially 183,500
Owned by Each Reporting Person
(12) Check if the Aggregate Amount [ ]
in Row (11) Excludes Certain
Shares (See Instructions)
(13) Percent of Class Represented 7.5%
by Amount in Row (11)
(14) Type of Reporting Person (See IN
Instructions)
<PAGE>
This statement constitutes Amendment No. 2 to the Schedule 13D
dated February 7, 1996, as amended (the "Schedule 13D"), relating
to the common stock, par value $1.00 per share (the "Common Stock")
of The Ziegler Companies, Inc., a Wisconsin corporation (the
"Issuer"). All terms not otherwise defined herein shall have the
meanings ascribed in the Schedule 13D.
This Schedule 13D is reporting matters with respect to the
group consisting of New West Investors, L.P., a Pennsylvania
limited partnership ("New West"), and Gerald J. Gagner, an
individual ("Gagner"), who is the general partner of New West.
This Amendment No. 2 to the Schedule 13D is being filed as a
result of a change in the facts contained in the Schedule 13D,
which change is due to the acquisition by New West of an additional
27,000 shares of the Issuer's Common Stock, representing
approximately 1.10% of the outstanding Common Stock of the Issuer.
Item 1. Security and Issuer.
Item 1 of this Schedule 13D is unchanged.
Item 2. Identity and Background.
Item 2 of this Schedule 13D is unchanged.
Item 3. Source and Amount of Funds or Other Consideration.
The amount of funds required by New West to purchase
the 27,000 shares of the Common Stock of the Issuer was
approximately $496,150, which funds were borrowed by
New West from its general partner, Gagner, pursuant to
the terms of a demand note. All of the foregoing
shares of Common Stock were acquired through open
market purchases.
Item 4. Purpose of Transaction.
Item 1 of this Schedule 13D is unchanged.
<PAGE>
Item 5. Interest in Securities of the Issuer.
The aggregate percentage of shares of Common Stock
reported as beneficially owned by each person herein is
based upon 2,435,572 shares of Common Stock
outstanding, as reported in the Issuer's quarterly
report on Form 10-Q for the quarterly period ending
September 30, 1996.
<TABLE>
<CAPTION>
(a) The following table sets forth the aggregate
number and percentage of the class of Common Stock of
the Company identified pursuant to Item 1 beneficially
owned by each person named in Item 2:
Person Amount Percent
______ _______ _______
<S> <C> <C>
New West Investors, L.P. 183,500(1) 7.5%
Gerald J. Gagner 183,500(1) 7.5%
____________________
<FN>
(1) These shares are owned of record by New West. Gagner is
the sole general partner of New West with voting and
dispositive control over the securities held in New
West's investment portfolio. As a result, Gagner may
be considered to beneficially own the shares of Common
Stock of the Issuer that are owned of record by New
West. None of the limited partners of New West has any
voting or dispositive control over such securities.
</FN>
</TABLE>
<TABLE>
<CAPTION>
(b) The following table sets forth, for each person
and entity identified under paragraph (a), the number
of shares of Common Stock of the Issuer as to which the
person and entity has (1) the sole power to vote or
direct the voting, (2) shared power to vote or direct
the voting, (3) the sole power to dispose or to direct
the disposition, or (4) shared power to dispose or to
direct the disposition:
Sole Voting and Shared Voting
Power of and Power of
Person or Entity Disposition Disposition
________________ _________________ _____________
<S> <C> <C>
New West Investors, L.P. None 183,500(1)
Gerald J. Gagner None 183,500(1)
____________________
<FN>
(1) See footnote (1) under paragraph (a) of this Item 5.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
(c) During the lesser of sixty (60) days prior to
the date of this Schedule 13D or since the filing person's
most recent filing on Schedule 13D, the following transactions
were effected in the Common Stock by a reporting person named
in response to Paragraph (a) of this Item 5:
Transactions by New West:
Number Price, Type
of Shares Excluding of
Date Security Acquired Commission Transaction
____ ________ _________ __________ ___________
<S> <C> <C> <C> <C>
11-12-96 Common Stock 100 18.125 AMEX
11-21-96 Common Stock 100 18.125 AMEX
11-30-96 Common Stock 1,000 18.375 AMEX
12-04-96 Common Stock 800 18.125 AMEX
12-12-96 Common Stock 1,000 17.875 AMEX
12-24-96 Common Stock 100 17.375 AMEX
12-30-96 Common Stock 300 17.5 AMEX
12-31-96 Common Stock 200 17.5 AMEX
01-02-97 Common Stock 100 17.0 AMEX
01-10-97 Common Stock 500 17.5 AMEX
01-13-97 Common Stock 500 17.5 AMEX
01-16-97 Common Stock 900 16.875 AMEX
01-16-97 Common Stock 1,000 17.0 AMEX
Transactions by Gagner: None
</TABLE>
<PAGE>
(d) See Item 6, below.
(e) Not applicable.
Item 6. Contracts, Agreements, Underwritings or Relationships
With Respect to Securities of the Issuer.
Item 6 of this Schedule 13D is unchanged, except as set
forth in Item 3 of this Amendment.
Item 7. Materials to be Filed as Exhibits.
1. Agreement of the reporting persons as to joint filing of this
Schedule 13D is filed as Exhibit 1 to the Schedule 13D, dated
February 7, 1996, and is incorporated herein by reference.
2. Cash and Margin Agreement between New West Investors, L.P. and
Brown & Company Securities Corporation is filed as Exhibit 2
to the Schedule 13D, dated February 7, 1996, and is
incorporated herein by reference.
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.
DATED: January 17, 1997.
/s/ Gerald J. Gagner
___________________________________
Gerald J. Gagner
NEW WEST INVESTORS, L.P.
By /s/ Gerald J. Gagner
________________________________
Gerald J. Gagner, General Partner
BALL:\N-P\NWI\ZIEGLER2.13D
