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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 1
TO
SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(D)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
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DRAVO CORPORATION
(Name of Subject Company)
DLC ACQUISITION CORP.,
a wholly owned subsidiary of
CARMEUSE LIME, INC.
(Bidders)
COMMON STOCK, $1.00 PAR VALUE
(Title of class of securities)
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261471106
(CUSIP number of class of securities)
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SUZANNE E. RITZLER, ESQ.
EXECUTIVE VICE PRESIDENT
CARMEUSE LIME, INC.
390 EAST JOE ORR ROAD
CHICAGO HEIGHTS, ILLINOIS 60411
(708) 757-1240
(Name, address and telephone number of person authorized to
receive notices and communications on behalf of bidders)
WITH A COPY TO:
MICHAEL E. BLOUNT, ESQ.
SEYFARTH, SHAW, FAIRWEATHER & GERALDSON
55 EAST MONROE, SUITE 4200
CHICAGO, ILLINOIS 60603
TELEPHONE: (312) 346-8000
SEPTEMBER 21, 1998
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DATE TENDER OFFER FIRST PUBLISHED, SENT OR GIVEN TO SECURITY
HOLDERS
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This Amendment No. 1 amends and supplements the Tender Offer Statement
on Schedule 14D-1 dated September 21, 1998 ("Schedule 14D-1"), filed by DLC
Acquisition Corp. ("Purchaser"), a Pennsylvania corporation and a wholly owned
direct subsidiary of Carmeuse Lime, Inc. ("Parent"), a Delaware corporation and
indirect subsidiary of LVI Holding N.V., a Dutch corporation ("LVI"), relating
to Purchaser's offer to purchase all outstanding shares of common stock, $1.00
par value (the "Shares"), of Dravo Corporation (the "Company"), upon the terms
and subject to the conditions set forth in the Offer to Purchase dated
September 21, 1998 (the "Offer to Purchase") and in the related Letter of
Transmittal (which, together with any amendments or supplements thereto,
constitute the "Offer") at a purchase price of $13.00 per Share, in cash.
ITEM 10. ADDITIONAL INFORMATION.
(c) The waiting period under the HSR Act applicable to the Offer
expired at 11:59 p.m. on October 2, 1998.
(f) Clause (ii) of the first paragraph under "THE TENDER OFFER --
Conditions of the Offer" in the Offer to Purchase is amended and supplemented
to read "(ii) the Minimum Condition has not been satisfied or waived prior to
the Expiration Date." Clause (iii) of the first paragraph under "THE TENDER
OFFER -- Conditions of the Offer" in the Offer to Purchase is amended and
supplemented to read "(iii) at any time on or after September 15, 1998 and
prior to the Expiration Date (or prior to the time for payment of any such
Shares in the case of an injunction or other legal prohibition or restraint
which prohibits or restrains the making or consummation of the Offer), any of
the following events occur or are determined by Purchaser to have occurred: ..."
SIGNATURE
After due 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: October 8, 1998
DLC ACQUISITION CORP.
By: /s/ Suzanne E. Ritzler
Name: Suzanne E. Ritzler
Title: Secretary
CARMEUSE LIME, INC.
By: /s/ Suzanne E. Ritzler
Name: Suzanne E. Ritzler
Title: Executive Vice President