SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
DAVIS WATER & WASTE INDUSTRIES, INC.
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class and Securities)
239 133101
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(CUSIP Number of Class of Securities)
Peter M. Schoenfeld
c/o Schroder Wertheim & Co. Incorporated
787 Seventh Avenue
New York, New York 10019
(212) 492-6000
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
August 8, 1996
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(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 Statement because of Rule
13-d-1(b)(3) or (4), check the following box: [ ]
Check the following box if a fee is being paid with this Statement: [ ]
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SCHEDULE 13D
CUSIP No. 239 133101 Page 2 of 6 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
(a) SCHRODER WERTHEIM & CO. INCORPORATED
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
(a) UNITED STATES
NUMBER 7. SOLE VOTING POWER
OF (a) 21,866
SHARES 8. SHARED VOTING POWER
BENEFICIALLY (a) 131,134
OWNED BY 9. SOLE DISPOSITIVE POWER
EACH (a) 21,866
REPORTING 10. SHARED DISPOSITIVE POWER
PERSON WITH (a) 131,134
11. AGGREGATE AMOUND BENEFICIALLY OWNED BY EACH REPORTING PERSON
(a) 153,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
(a) 4.7%
14. TYPE OF REPORTING PERSON
(a) BD IA
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This Amendment No. 1 filed by the Reporting Person amends a report on
Schedule 13D filed July 16, 1996.
ITEM 1 SECURITY AND ISSUER
No change.
ITEM 2 IDENTITY AND BACKGROUND
No change.
ITEM 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The first sentence of Item 3 is amended and restated as follows:
"As of the date hereof, Schroder Wertheim beneficially owns 153,000
shares of Common Stock." In all other respects, there has been no
change.
ITEM 4 PURPOSE OF THE TRANSACTION
No change.
ITEM 5 INTEREST IN SECURITIES OF THE ISSUER
Schroder Wertheim may be deemed to beneficially own 153,000 shares of
the Common Stock of the Company, representing approximately 4.7% of the
outstanding shares. A portion of such shares are held in the accounts
of various customers of Schroder Wertheim, with respect to which
accounts the Reporting Person has shared investment and sole voting
discretion. For information with respect to the power to vote or
direct the vote and the power to dispose or direct the disposition of
the Common Stock deemed to be beneficially owned by schroder Wertheim,
see Rows 7-10 of the cover page. Schroder Wertheim disclaims that it
is the beneficial owner of any of the shares held in its customers'
accounts, except to the extent Schroder Wertheim has a pecuniary
beneficial interest in the investment partnerships for which it serves
as general partner and investment adviser. To the best knowledge of
Schroder Wertheim, each of the persons maintaining an account with
Schroder Wertheim has the right to receive or the power to direct the
receipt of dividends and/or interests from, or the proceeds from the
sale of, the shares of Common Stock held in such person's account.
Attached hereto as Annex B is a chart which includes all transactions
undertaken during the period June 27, 1996 through August 14, 1996, in
which Schroder Wertheim purchased and sold for its own accounts and
accounts of its customers shares of Common Stock. All such
transactions were made in the open market.
Page 3 of 6 Pages
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ITEM 6 CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF
THE ISSUER
No change.
ITEM 7 MATERIAL TO BE FILED AS EXHIBITS
No change.
Page 4 of 6 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned hereby certifies that the information set forth on this
statement is true, complete and correct.
SCHRODER WERTHEIM & CO. INCORPORATED
By:/s/ Peter M. Schoenfeld
Peter M. Schoenfeld
Vice Chairman and Vice President
Dated: August 16, 1996
Page 5 of 6 Pages
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ANNEX B
Transactions for the Period June 27, 1996 through August 14, 1996
TRADE DATE QUANTITY PRICE PER SHARE
Buy 8/01/96 5,000 $30.228
Sell 8/07/96 25,000 31.680
Sell 8/08/96 33,100 32.275
Sell 8/09/96 20,000 32.219
Sell 8/12/96 1,200 32.354
Sell 8/13/96 12,800 31.731
Sell 8/14/96 13,900 31.375
Page 6 of 6 Pages
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