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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 39)*
DATAPOINT CORPORATION
(Name of Issuer)
COMMON STOCK, PAR VALUE $.25 PER SHARE
(Title of Class of Securities)
238100200
(CUSIP Number)
Asher B. Edelman, 717 Fifth Avenue
New York, New York 10022, Telephone: (212) 371-7711
(Name, address and telephone number of person
authorized to receive notices and communications)
December 8, 1994
(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
[ ]. (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 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.)
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13D
CUSIP No. 238100200
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
A.B. Edelman Management Company Inc.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
Not Applicable
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [X]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
-0-
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
333,779 (Shares owned by Canal Capital Corporation)
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
333,779 (Shares owned by Canal Capital Corporation)
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
2.6%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
CO
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 2. Identity and Background.
- ------ -----------------------
Item 2 (a) is hereby supplemented by the addition of the
following:
Intelogic Trace, Inc. (the "IT") is no longer covered
by this statement due to the fact that, effective December 8,
1994, pursuant to a confirmed plan of reorganization in the case,
In re Intelogic Trace, Inc., Debtor, Chapter 11 Case No. 94-
542172C (U.S. Bankr. Ct., W. Dist. Texas), Asher B. Edelman
ceased to be a director, officer or controlling shareholder of
IT. Thus, pursuant to Rule 13d-3 promulgated under the
Securities Exchange Act of 1934, as amended, Mr. Edelman is no
longer deemed to be the beneficial owner of the shares of Common
Stock owned by IT.
Item 5. Interest in Securities of the Issuer.
- ------ ------------------------------------
Item 5(a) is hereby amended and restated as follows:
(a) The aggregate percentage of the outstanding shares
of Common Stock reported owned by each person referred to herein
is based upon 12,751,605 shares outstanding as of October 28,
1994, as reported by the Company in its Annual Report on Form 10-
K for the fiscal year ended July 30, 1994.
As of the close of business on December 15, 1994:
(i) Plaza owns 248,995 shares of Common Stock,
constituting approximately 2.0% of the shares outstanding.
(ii) Edelman Management owns no shares of Common
Stock. As investment manager for Canal, Edelman Management may
be deemed, by the provisions of Rule 13d-3, to be the beneficial
owner of the 333,779 shares owned by Canal, constituting
approximately 2.6% of the shares outstanding.
(iii) Canal owns 333,779 shares of Common Stock,
constituting approximately 2.6% of the shares outstanding.
(iv) Regina M. Edelman owns 163,204 shares of Common
Stock and $17,000 principal amount of the Company's 8-7/8%
Convertible Subordinated Debentures ("Debentures"), presently
convertible into 1,822 shares of Common Stock, totalling 165,026
shares deemed beneficially owned by her. Such shares constitute
approximately 1.3% of the shares outstanding (based upon the
12,753,427 shares which would be outstanding following the
conversion of such Debentures).
(v) Felicitas owns 4,402 shares of Common Stock,
constituting less than .1% of the shares outstanding.
(vi) Edelman Limited Partnership owns 783,890 shares
of Common Stock, constituting approximately 6.1% of the shares
outstanding.
(vii) Mr. Edelman owns directly no shares of Common
Stock. He holds exercisable options on 124,999 shares of Common
Stock, constituting approximately 1.0% of the shares outstanding
(based upon the 12,876,604 shares which would be outstanding
following the exercise of such options). By reason of the
provisions of Rule 13d-3, Mr. Edelman may be deemed to own
beneficially the 1,682,091 shares of Common Stock owned by the
foregoing persons, himself and the Custodian Accounts in
aggregate (which include options on 124,999 shares and 1,822
shares underlying Debentures), constituting approximately 13.1%
of the shares outstanding (based upon the 12,878,426 shares which
would be outstanding following the exercise of such options and
the conversion of such Debentures).
(viii) The Canal Plan owns 19,827 shares of Common
Stock, constituting approximately 0.2% of the shares outstanding.
(xi) The Custodian Accounts own a total of 21,000
shares of Common Stock, constituting approximately 0.2% of the
shares outstanding.
(xii) Certain other persons related to or affiliated
with Mr. Edelman beneficially own the following amounts of Common
Stock: (A) Penelope C. Edelman, Mr. Edelman's former wife, owns
9,889 shares of Common Stock (including 9,389 shares underlying
Debentures presently convertible), constituting less than 0.1% of
the shares outstanding; (B) three UGMA Accounts for the benefit
of children of Mr. Edelman, of which Penelope C. Edelman is
custodian, own a total of 37,835 shares of Common Stock,
constituting approximately 0.3% of the shares outstanding; (C)
three trusts for the benefit of children of Mr. Edelman, of which
Michael Schultz is trustee, own a total of 1,506 shares of Common
Stock, constituting less than 0.1% of the shares outstanding; and
(D) Mildred Ash, Mr. Edelman's mother, owns 55,580 shares of
Common Stock, constituting approximately 0.4% of the shares
outstanding. Mr. Edelman expressly disclaims beneficial
ownership of the foregoing shares.
(xiii) To the best knowledge of the reporting persons,
certain directors, officers and/or general partners of the
reporting persons own the following amounts of Common Stock
(based upon information reported by the Company or such
individuals in public filings): (A) Gerald N. Agranoff, a
director of Canal, a general partner of Plaza, and an executive
officer of Edelman Management, beneficially owns 25,000 shares of
Common Stock (consisting of exercisable options for 25,000
shares), constituting approximately 0.2% of shares deemed
outstanding; and (C) Irving Garfinkel a general partner of Plaza
and an officer of Edelman Management and Aile Blanche,
beneficially owns 25,000 shares of Common Stock (consisting of
exercisable options for 25,000 shares), constituting
approximately 0.2% of shares deemed outstanding.
Item 5(c) is hereby supplemented by the addition of the
following:
(c) All transactions in the Common Stock within the 60
days preceding this Amendment by the reporting persons and, to
the best knowledge of the reporting persons, by other persons
referred to in Item 5(a) are reported on Schedule A hereto. All
such transactions were open market transactions.
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SIGNATURE
After reasonable inquiry and to the best of their
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
Dated: December 16, 1994
/s/ Asher B. Edelman
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Asher B. Edelman, individually and as
attorney-in-fact for each of Plaza
Securities Company, Canal Capital
Corporation, A.B. Edelman Limited
Partnership, Felicitas Partners, L.P.,
A.B. Edelman Management Company, Inc.,
Regina M. Edelman and Canal Capital
Corporation Retirement Plan under powers
of attorney
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SCHEDULE A
(to Amendment No. 39 to Schedule 13D)
Transactions in Datapoint Corporation Common Stock
<TABLE>
<CAPTION>
No. Shares
Date Name Bought(Sold) Price
- ---- ---- ------------ -----
<C> <S> <C> <C>
10/31/94 Mildred Ash (2,500) $2-3/4
11/14/94 Mildred Ash 500 $2
11/28/94 Mildred Ash (5,000) $2-1/4
11/30/94 Mildred Ash (8,000) $2-1/4
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</TABLE>