UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(AMENDMENT NO. 2)
Under the Securities Exchange Act of 1934
BIRD CORPORATION
(Name of issuer)
COMMON STOCK, PAR VALUE $1.00 PER SHARE
(Title of class of securities)
097763103
(CUSIP number)
R. KEITH LONG
400 ROYAL PALM WAY #204
PALM BEACH, FLORIDA 33480
(561) 832-4110
with a copy to
MARK H. MIRKIN, ESQ.
MIRKIN & WOOLF, P.A.
1700 PALM BEACH LAKES BOULEVARD #580
WEST PALM BEACH, FLORIDA 33401
(561) 687-4460
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
JANUARY 2, 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 this 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 the statement [ ].
Page 1 of 7 pages
<PAGE>
SCHEDULE 13D
CUSIP NO. 097763103 PAGE 2 OF 7 PAGES
- ----------------------------- -----------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Otter Creek Partners I. L. P. 65-0273189
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)[X]
(b)[ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(E)[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7 SOLE VOTING POWER
NUMBER OF 160,900
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 SHARED VOTING POWER
-0-
9 SOLE DISPOSITIVE POWER
160,900
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
160,900
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES * [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.88%
14 TYPE OF REPORTING PERSON *
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
SCHEDULE 13D
CUSIP NO. 097763103 PAGE 3 OF 7 PAGES
- ----------------------------- -----------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. Keith Long ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)[X]
(b)[ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(E)[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7 SOLE VOTING POWER
NUMBER OF 59,000
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 SHARED VOTING POWER
-0-
9 SOLE DISPOSITIVE POWER
59,000
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES * [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.42%
14 TYPE OF REPORTING PERSON *
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
SCHEDULE 13D
CUSIP NO. 097763103 PAGE 4 OF 7 PAGES
- ----------------------------- -----------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joan Greco and John Fyfe JTWROS ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)[X]
(b)[ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(E)[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7 SOLE VOTING POWER
NUMBER OF 87,300
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 SHARED VOTING POWER
-0-
9 SOLE DISPOSITIVE POWER
87,300
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
87,300
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES * [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.11%
14 TYPE OF REPORTING PERSON *
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
CUSIP No. 097763103
This Amendment No. 2 is filed to reflect the beneficial ownership of (1) Otter
Creek Partners I, L.P., a Delaware limited partnership (" Otter Creek"), (2) R.
Keith Long, and (3) Joan Greco and John Fyfe JTWROS (jointly ("Fyfe") (Otter
Creek, Mr. Long and Fyfe are collectively referred to as the "Reporting
Persons").
The following information updates and revises the information set forth in the
original Schedule 13D dated February 28, 1996 and Amendment No. 1 dated May 3,
1996.
Item 1. SECURITY AND ISSUER.
This statement relates to shares of common stock, par value $1.00
per share (the "Common Stock") of Bird Corporation, a Massachusetts corporation
(the "Issuer"), which has its principal executive offices at 980 Washington
Street, Suite 120, Dedham, Massachusetts 02026.
Item 2. IDENTITY AND BACKGROUND.
This statement is filed jointly by the Reporting Persons.
Otter Creek has its principal business and executive offices at 400
Royal Palm Way, Suite 400, Palm Beach, Florida 33480. Otter Creek is a private
investment company. Otter Creek Management Inc., a Delaware corporation ("OCM"),
is the sole general partner and investment advisor of Otter Creek. OCM also
serves as an investment advisor to other entities. Mr. Long is the sole
executive officer, director and shareholder of OCM. The business address of OCM
is 400 Royal Palm Way, Suite 400, Palm Beach, Florida 33480.
Mr. Long's business address is 400 Royal Palm Way, Suite 400, Palm
Beach, Florida 33480. Mr. Long is a director of the Issuer. Mr. Long also
manages discretionary stock trading accounts for Fyfe. Mr. Long is a director
and the president and sole shareholder of DP River Corporation, an Illinois
corporation engaged in the business of holding real estate. Mr. Long no longer
serves as an officer or director of Financial Institutions Insurance Group, Ltd.
("FIIG") as reported on the original Schedule 13D.
During the last five years, none of the Reporting Persons, nor any
of the persons identified in this Item 2, has been convicted in a criminal
proceeding or has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a result of such
proceeding, was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or
Page 5 of 7 pages
<PAGE>
CUSIP No. 097763103
state securities laws or finding any violation with respect to
such laws.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Otter Creek paid $61,950 from its working capital to purchase an
additional 15,000 shares of the Issuer reported herein.
Mr. Long paid $197,680 from his personal funds to purchase the
39,000 shares of the Issuer reported herein from FIIG.
Item 4. PURPOSE OF TRANSACTION.
The Reporting Persons intend to continue to evaluate the Issuer's
financial position, management and business, future developments, market
conditions, the price of the Issuer's securities in trading markets and other
factors. One or more of the Reporting Persons may, from time to time, purchase
or dispose of securities of the Issuer.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
Otter Creek beneficially owns 160,900 shares of Common Stock of the
Issuer constituting approximately 3.88% of the outstanding Common Stock.
Fyfe beneficially owns 87,300 shares of Common Stock of the Issuer
constituting approximately 2.11% of the outstanding Common Stock.
Long beneficially owns 59,000 shares of Common Stock of the Issuer
constituting approximately 1.42% of the outstanding Common Stock.
As a group, the Reporting Persons beneficially own 307,200 shares of
Common Stock of the Issuer constituting approximately 7.41% of the outstanding
Common Stock.
Since the Reporting Persons' filing of Amendment No. 1 to the
original Schedule 13D, the Reporting Persons acquired shares of Common Stock as
set forth below. All such shares were acquired through brokers' transactions.
SHARES ACQUIRED BY OTTER CREEK
------------------------------
TRADE DATE NUMBER OF SHARES PRICE PER SHARE
---------- ---------------- ---------------
5/3/96 10,000 $4.60
1/2/97 5,000 5.19
Page 6 of 7 pages
<PAGE>
CUSIP No. 097763103
SHARES ACQUIRED BY MR. LONG
---------------------------
TRADE DATE NUMBER OF SHARES PRICE PER SHARE
---------- ---------------- ---------------
5/3/96 10,000 4.60
8/8/96 10,000 3.00
8/20/96 39,000 3.12
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATION-
SHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Except as discussed herein, there are no such contracts,
arrangements, understandings or relationships.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
None
SIGNATURES
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: April 7, 1997
R. Keith Long, individually and on
behalf of John Fyfe and Joan Greco,
JTWROS
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: April 7, 1997
OTTER CREEK PARTNERS I, L.P.
By: Otter Creek Management, Inc.,
its general partner
By: R. Keith Long, President
Page 7 of 7 pages