<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 2)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Chris-Craft Industries, Inc.
(Name of Issuer)
Class B Common Stock, par value $.50 per
share and Common Stock, par value $.50 per share
(Title of Class of Securities)
170520-30-8, 170520-50-6, and 170520-10-0
(CUSIP Number)
_______________________________
Check the following box if a fee is being paid with this
statement [ ].
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 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.
(Continued on following pages)
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CUSIP No. 170520-30-8 13G Page 2 of 6 Pages
170520-50-6 and
170520-10-0
1) Name of Reporting Person: John C. Siegel
SS or IRS Identification No. of Above Person:
S.S. No. ###-##-####
2) Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) / /
(b) / /
3) SEC Use Only ........................................
4) Citizenship or Place of Organization: United States
of America
5) Sole Voting Power: 529,471 shares of
Number of Class B Common Stock
Shares and 612,743 shares of Common Stock
Beneficially 6) Shared Voting Power: 246 shares of
Owned $1.40 Convertible Preferred Stock,
by Each 378,451 shares of Class B Common Stock,
Reporting and 1,004,075 shares of Common Stock
7) Sole Dispositive Power: 538,227 shares
of Class B Common Stock Person and
635,901 shares of Common Stock
8) Shared Dispositive Power: None
9) Aggregate Amount Beneficially Owned by Each Reporting
Person: 246 shares of $1.40 Convertible Preferred Stock,
907,922 shares of Class B Common Stock,
and 1,616,818 shares of Common Stock
10) Check Box if the Aggregate Amount in Row 9 Excludes
Certain Shares (See Instructions) ....................
11) Percent of Class Represented by Amount in Row 9:
Less than 1% of $1.40 Convertible Preferred Stock,
11.4% of Class B Common Stock, and 6.6% of Common
Stock
12) Type of Reporting Person (See Instructions):
IN
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Item 1(a). Name of Issuer:
Chris-Craft Industries, Inc. ("Chris-Craft")
Item 1(b). Address of Issuer's Principal Executive
Offices:
767 Fifth Avenue
New York, New York 10153
Item 2(a). Name of Person Filing:
John C. Siegel
Item 2(b). Address of Principal Business Office or, if
none, Residence:
KBHK
650 California Street
San Francisco CA 94108
Item 2(c). Citizenship:
United States of America
Item 2(d). Title of Class of Securities:
I
Convertible Preferred Stock, $1.40 cumulative
dividend, $1.00 par value, each share held on
November 10, 1986 and either not subsequently
transferred or transferred to a "Permitted
Transferee" currently convertible into
21.92025 shares of Class B Common Stock and
10.96014 shares of Common Stock and each other
share of $1.40 Convertible Preferred Stock
currently convertible into 32.88039 shares of
Common Stock ("$1.40 Convertible Preferred
Stock")
II
Class B Common Stock, $.50 par value, each
share convertible into one share of Common
Stock ("Class B Common Stock")
III
Common Stock, $.50 par value ("Common Stock")
<PAGE>
Item 2(e). CUSIP Number:
I ($1.40 Convertible Preferred Stock) --
170520-30-8
II (Class B Common Stock) -- 170520-50-6
III (Common Stock) -- 170520-10-0
Item 3. If this statement is filed pursuant to Rules
13d-1(b), or 13d-2(b), check whether the
person is a: Inapplicable.
Item 4. Ownership.
<TABLE>
<CAPTION>
I II III
$1.40
Convert-
ible Class B
Preferred Common Common
Stock Stock Stock
<S> <C> <C> <C>
(a) Amount Beneficially
Owned (1): 246 907,922(2) 1,616,818(3)
(b) Percent of Class
(outstanding at
December 31, 1997)(4) * 11.4% 6.6%
(c) Number of shares as
to which such person
has: -- 529,471 612,743
(i) sole power to
vote or to direct
the vote
(ii) shared power to
vote or to direct
the vote 246 378,451 1,004,075
(iii) sole power to
dispose or to direct
the disposition of -- 538,227 635,901
(iv) shared power to
dispose or to di-
rect the disposi-
tion of -- -- --
<FN>
_________________________
(1) At December 31, 1997 the Trustee of the Chris-Craft Employees' Stock
Purchase Plan held 622,928 shares of Common Stock, 373,059 shares of
Class B Common Stock, and 246 shares of $1.40 Convertible Preferred
Stock. A committee appointed by the Board of Directors of Chris-Craft
to administer the Stock Purchase Plan, of which Mr. Siegel is a member,
is empowered to direct voting of the shares held by the Trustee under
that plan, therefore, the total numbers of shares held at December 31,
1997 by the Stock Purchase Plan are included in the figures.
(2) Includes 5,392 shares issuable upon conversion of
$1.40 Convertible Preferred Stock.
(3) Includes 54,633 shares issuable upon exercise of stock
options exercisable within 60 days after December 31, 1997
and 907,922 shares issuable upon conversion of
(i) $1.40 Convertible Preferred Stock and (ii) Class B
Common Stock, including Class B Common Stock issuable
upon conversion of $1.40 Convertible Preferred Stock.
(4) Class B Common Stock percentage computed on basis of number of shares of
Class B Common Stock outstanding at December 31, 1997 plus those issuable
upon conversion of $1.40 Convertible Preferred Stock shown in Column I.
Common Stock percentage computed on basis of number of shares of Common
Stock outstanding at December 31, 1997 plus those issuable upon (i)
conversion of $1.40 Convertible Preferred Stock shown in Column I, (ii)
conversion of Class B Common Stock shown in Column II, and (iii) exercise
of the stock option referred to in Note (3).
</TABLE>
Item 5. Ownership of Five Percent or Less of a Class.
Inapplicable.
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
See Note (1) to Item 4.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company.
Inapplicable.
Item 8. Identification and Classification of Members of the
Group.
Inapplicable.
Item 9. Notice of Dissolution of Group.
Inapplicable.
Item 10. Certification.
Inapplicable.
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.
Date: February 10, 1998
/s/ John C. Siegel
- ------------------------
Signature
John C. Siegel
Name/Title
