SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
AMENDMENT NO. 1
Under the Securities Exchange Act of 1934
DMI FURNITURE, INC.
(Name of Issuer)
COMMON STOCK, $.10 PAR VALUE
(Title of Class of Securities)
233230 10 1
(CUSIP Number)
Joseph G. Hill
Secretary
DMI Furniture, Inc.
One Oxmoor Place
101 Bullitt Lane
Louisville, Kentucky 40222
(502)426-4351
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 9, 1997
(Date of Event Which Requires Filing of This Statement)
<PAGE>
CUSIP NO. - 233230 10 1
(1) Name of reporting person. . . . . . . . . Pattco, Inc.
S.S. or I.R.S. No. of
above person. . . . . . . . . . . . . . . 61-0895308
(2) Check the appropriate box
if a member of a group
(see instructions). . . . . . . . . . . . (a)
(b) X
(3) SEC use only. . . . . . . . . . . . . . .
(4) Source of funds (see instructions). . . . 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 . . . . . . . . . . . . . U.S.
Number of shares beneficially
owned by each reporting person
with:
(7) Sole voting power. . . . . . . . . . . . . 1,390,369
(8) Shared voting power. . . . . . . . . . . . 0
(9) Sole dispositive power . . . . . . . . . . 1,390,369
(10) Shared dispositive power . . . . . . . . . 0
(11) Aggregate amount beneficially
owned by each reporting person . . . . . . 1,390,369
(12) Check box if the aggregate amount
in Row (11) excludes certain
shares (see instructions). . . . . . . . .
(13) Percent of class represented
by amount in Row (11). . . . . . . . . . . 33.2%
(14) Type of reporting person . . . . . . . . . CO
<PAGE>
CUSIP NO. - 233230 10 1
(1) Name of reporting person. . . . . . . . . James A.
Patterson
S.S. or I.R.S. No. of
above person. . . . . . . . . . . . . . . ###-##-####
(2) Check the appropriate box
if a member of a group
(see instructions). . . . . . . . . . . . (a)
(b) X
(3) SEC use only. . . . . . . . . . . . . . .
(4) Source of funds (see instructions). . . . 00
(5) Check box if disclosure
of legal proceedings is
required pursuant to
Items 2(d) or 2(e). . . . . . . . . . . .
(6) Citizenship or place
of organization . . . . . . . . . . . . . U.S.
Number of shares beneficially
owned by each reporting person
with:
(7) Sole voting power. . . . . . . . . . . . . 1,390,369
(8) Shared voting power. . . . . . . . . . . . 0
(9) Sole dispositive power . . . . . . . . . . 1,390,369
(10) Shared dispositive power . . . . . . . . . 0
(11) Aggregate amount beneficially
owned by each reporting person . . . . . . 1,390,369
(12) Check box if the aggregate amount
in Row (11) excludes certain
shares (see instructions). . . . . . . . .
(13) Percent of class represented
by amount in Row (11). . . . . . . . . . . 33.2%
(14) Type of reporting person . . . . . . . . . IN
<PAGE>
Item 1. Security and Issuer.
The class of equity securities to which this statement relates
is the common stock, $.10 par value ("Common Shares"), of DMI
Furniture, Inc., a Delaware corporation (the "Issuer").
The Issuer's principal executive office is located at One
Oxmoor Place, 101 Bullitt Lane, Louisville, Kentucky 40202.
Item 2. Identity and Background.
1. Pattco, Inc.
(a) Name: Pattco, Inc.
(b) State of Incorporation: Kentucky
(c) Principal Business: Venture capital and management
services.
(d) Business Address: 10000 Shelbyville Road
Suite 100
Louisville, KY 40223
(e) Principal Office: 10000 Shelbyville Road
Suite 100
Louisville, KY 40223
(f) During the last five years, Pattco, Inc. has not
been convicted in a criminal proceeding.
(g) During the last five years, Pattco, Inc. was not a
party to a civil proceeding of a judicial or
administrative body resulting in a judgment, decree
or final order enjoining future violations of, or
prohibiting or mandating activities subject to,
federal or state securities laws or finding any
violation with respect to such law.
2. James A. Patterson
(a) Name: James A. Patterson
(b) Business Address: Pattco, Inc.
10000 Shelbyville Road
Suite 100
Louisville, KY 40223
(c) Principal Occupation: Chairman and President of
Pattco, Inc.
<PAGE>
(d) During the last five years, Mr. Patterson has not
been convicted in a criminal proceeding.
(e) During the last five years, Mr. Patterson was not a
party to a civil proceeding of a judicial or
administrative body resulting in a judgment, decree
or final order enjoining future violations of, or
prohibiting or mandating activities subject to,
federal or state securities laws or finding any
violation with respect to such law.
(f) Mr. Patterson is a United States citizen.
Item 3. Sources and Amount of Funds or Other Consideration.
In August 1996, Pattco, Inc. and certain other investors filed
a Schedule 13D/A as a group (Donald D. Dreher, et. al) to report
the purchase of Common Shares and Series C Preferred Stock
("Preferred Shares") convertible into Common Shares by individual
members of the group from three institutional shareholders.
Pattco, Inc. used working capital to purchase Preferred and Common
Shares in the transactions referenced in the preceding paragraph.
Pattco, Inc. and James A. Patterson, who holds a controlling
interest in Pattco, are filing this Schedule 13D to report
information relating to their individual beneficial ownership of
Common Shares to reflect the termination of group status following
the completion of the stock purchases.
Item 4. Purpose of Transaction.
In the August 1996 transactions, Pattco, Inc. acquired shares
of Common Stock and Preferred Stock for investment. In the future,
Pattco, Inc. may purchase additional Preferred Shares or Common
Shares in open market or privately negotiated transactions,
although it has no immediate plans to do so. Whether Pattco, Inc.
purchases additional Preferred or Common Shares will depend on its
continuing assessment of pertinent factors, including without
limitation the availability of Preferred or Common Shares for
purchase at particular price levels, stock market and money market
conditions, economic conditions in general, and the condition of
the furniture industry and the Issuer in particular.
Under the Issuer's Amended and Restated Articles of
Incorporation, the holders of the Issuer's Preferred Stock are
entitled to elect two Class II Directors to the Issuer's board of
directors. On September 11, 1996, the holders of the Preferred
Stock elected Mark E. Pulliam, a Vice President of Pattco, Inc. to
one of these two Class II positions, which had previously been
vacant. In addition, Thomas A. Dieruf, a Vice President of Pattco,
Inc. has been nominated for election by the Issuer's Common
<PAGE>
Shareholders to a one-year term as a Class I Director at the
Issuer's December 1996 annual meeting of stockholders.
Except as indicated above, neither Pattco, Inc. nor Mr.
Patterson has any current plans or proposals that relate to or
would result in: (i) the acquisition by any person of additional
securities of the Issuer, or the disposition of securities of the
Issuer, (ii) an extraordinary corporate transaction, such as a
merger, reorganization or liquidation involving the Issuer or any
of its subsidiaries, (iii) a sale or transfer of a material amount
of assets of the Issuer or any of its subsidiaries, (iv) any change
in the present board of directors or management of the Issuer,
including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board, (v) any
material change in the present capitalization or dividend policy of
the Issuer, (vi) any other material change in the Issuer's business
or corporate structure, (vii) changes in the Issuer's charter,
bylaws or instruments corresponding thereto or other actions which
may impede the acquisition of control of the Issuer by any person,
(viii) causing a class of securities of the Issuer to be delisted
from a national securities exchange or cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association, (ix) a class of equity securities of the
Issuer becoming eligible for termination of registration pursuant
to Section 12(g)(4) of the Securities Exchange Act of 1934, or (x)
any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
Neither Pattco, Inc. Nor James A. Patterson has engaged in any
transactions in the Common Shares or securities convertible into
the Common Shares during the past sixty days.
Pattco, Inc. owns 260,956 Common Shares and 910,616 Preferred
Shares convertible into 1,129,413 Common Shares with respect to
which Pattco, Inc. has sole voting and dispositive power. Pattco,
Inc. is the beneficial owner of a total of 1,390,369 shares or
33.2% of the Common Shares. James A. Patterson may be deemed to be
the beneficial owner of the shares owned by Pattco, Inc. by virtue
of Mr. Patterson's ownership of a controlling interest in Pattco,
Inc.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
None
Item 7. Material to be Filed as Exhibits.
None
<PAGE>
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.
PATTCO, INC.
By /s/ James A Patterson,
Chairman and President
Date: January 9, 1997
/s/James A. Patterson
Date: January 9, 1997
