SCHEDULE 13D
Amendment No. 8
Hallwood Group, Inc.
common stock
Cusip # 406364307
Filing Fee: No
Cusip # 406364307
Item 1: Reporting Person - FMR Corp. - (Tax ID: 04-2507163)
Item 4: PF
Item 6: Commonwealth of Massachusetts
Item 7: None
Item 8: None
Item 9: 557,800
Item 10: None
Item 11: 577,800
Item 13: 8.74%
Item 14: HC
PREAMBLE
The Schedule 13D, dated September 17, 1987, and amended January 24,
1990, February 9, 1990, November 24, 1991, June 5, 1992, February 2, 1993,
April 29, 1993, and May 12, 1993, filed by FMR Corp. ("FMR") with respect to
the common stock, $0.10 par value per shares (the "Shares") of Hallwood Group,
Inc. (the "Company") is hereby amended as set forth below. The shares to
which it relates are owned by one fund managed by Fidelity Management &
Research Company.
Item 1. Security and Issuer.
Item 2. Identity and Background.
Item 2 is amended as follows:
This statement is being filed by FMR Corp., a Massachusetts Corporation
("FMR"). FMR is a holding company one of whose principal assets is the
capital stock of a wholly-owned subsidiary, Fidelity Management & Research
Company ("Fidelity"), which is also a Massachusetts corporation. Fidelity is
an investment adviser which is registered under Section 203 of the Investment
Advisers Act of 1940 and which provides investment advisory services to a
large number of investment companies which are registered under Section 8 of
the Investment Company Act of 1940 (the "Fidelity Funds"). Various directly
or indirectly held subsidiaries of FMR are also engaged in investment
management, venture capital assets management, securities brokerage, transfer
and shareholder servicing and real estate development. The principal offices
of FMR and Fidelity are located at 82 Devonshire Street, Boston, Massachusetts
02109.
Edward C. Johnson 3d owns 34.0% of the outstanding voting common stock
of FMR. Mr. Johnson 3d is Chairman of FMR Corp. The business address and
principal occupation of Mr. Johnson 3d is set forth in Schedule A hereto.
The shares to which this statement relates are owned directly by one
Fidelity Fund.
The name, residence or business address, principal occupation or
employment and citizenship of each of the executive officers and directors of
FMR are set forth in Schedule A hereto.
Within the past five years, none of the persons named in this Item 2 or
listed on Schedule A has been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) or has been a party to any civil
proceeding and as a result thereof was or is subject to any judgment, decree
or final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violations within respect to such laws.
Item 3. Source and Amount of Funds or Other Considerations.
Item 3 is amended as follows:
The Fidelity Funds which own or owned shares purchased in the aggregate
2,992,015 shares for cash in the amount of approximately $15,516,637,
including brokerage commissions. Proceeds from 522,400 shares sold aggregated
approximately $6,303,843 . In addition, a 1 for 14 reverse stock split on
February 14, 1986 resulted in the decrease of FMR Corp.'s ownership by
1,911,815 shares. The Funds used their own assets in making such purchase and
no part of the purchase price is represented by borrowed funds. The attached
Schedule B sets forth shares purchased since March 15, 1994.
The trust account and pension funds of FMTC which own or owned shares
purchased in the aggregate 212,105 shares for cash in the amount of
approximately $701,399, including brokerage commissions. Proceeds from 38,178
shares sold aggregated approximately $655,601 . In addition, the 1 for 14
reverse stock split described above, resulted in the decrease of FMTC's
ownership by 173,927 shares. The trust account and pension funds used their
own assets in making such purchases and no part of the purchase price is
represented by borrowed funds.
Item 4. Purpose of Transaction.
Item 5. Interest in Securities of Issuer.
Item 5 is amended as follows:
Although Item 5 assumes that FMR, Fidelity, FMTC, beneficially own all
557,800 shares, reference is made to Item 2 for a disclaimer of beneficial
ownership with respect to the securities which are "beneficially owned" by the
other corporations.
(a) FMR beneficially owns, through Fidelity, as investment adviser to
the Fidelity Funds, 557,800 shares, or approximately 8.74% of the outstanding
shares of the Company. Neither FMR, Fidelity, nor any of its affiliates nor,
to the best knowledge of FMR, any of the persons named in Schedule A hereto,
beneficially owns any other shares. The combined holdings of FMR, Fidelity,
are 557,800 shares, or approximately 8.74% of the outstanding shares of the
Company.
(b) FMR, through its control of Fidelity, investment adviser to the
Fidelity Funds, and the Funds each has sole power to dispose of the shares.
Neither FMR nor Mr. Johnson has the sole power to vote or direct the voting of
the 557,800 shares owned directly by the Fidelity Funds, which power resides
with the Funds' Boards of Trustees. Fidelity carries out the voting of the
shares under written guidelines established by the Funds' Boards of Trustees.
(c) Except as set forth in Schedule B, neither FMR, or any of its
affiliates, nor, to the best knowledge of FMR, any of the persons named in
Schedule A hereto has effected any transaction in shares during the past sixty
(60) days.
Item 6. Contract, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
This statement speaks as of its date, and no inference should be drawn
that no change has occurred in the facts set forth herein after the date
hereof.
Item 7. Material to be Filed as Exhibits.
Not applicable.
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.
FMR Corp.
Date: June 2, 1994 By:
Arthur S. Loring
Vice President-Legal
Schedule A
The name and present principal occupation or employment of each
executive officer and director of FMR Corp. are set forth below. The business
address of each person is 82 Devonshire Street, Boston, Massachusetts 02109,
and the address of the corporation or organization in which such employment is
conducted is the same as his business address. All of the persons listed
below are U.S. citizens.
POSITION WITH
PRINCIPAL
NAME FMR CORP. OCCUPATION
Edward C. Johnson 3d President, Director, Chairman of
the Board
CEO, Chairman & and CEO, FMR
Mng. Director
J. Gary Burkhead Director President-
Fidelity
Caleb Loring, Jr. Director, Mng. Director Director,
FMR
James C. Curvey Director, Sr. V.P. Sr.
V.P., FMR
William L. Byrnes Vice Chairman, Vice Chairman, FIL
Director & Mng. Director
Robert C. Pozen Sr. V.P. & Gen'l Counsel Sr.
V.P. & Gen'l Counsel
FMR
Mark Peterson Exec., V.P.-Management Exec., V.P.-
Managmeent
Resources Resources, FMR
Denis McCarthy Sr. Vice Pres. - Administration Vice
Pres., Chief
Chief Financial Officer Financial Officer,
FMR
SCHEDULE B
Hallwood Group, Inc.
One Fidelity Fund sold shares since March 15, 1994, at the dates and at the
prices set forth below. The transactions were made for cash in open market
transactions or with other investment companies with the same or an affiliated
investment advisor.
DATE SHARES PRICE
03-16-94 2,000 $4.00
03-17-94 900 4.25
03-18-94 2,200 4.39
03-21-94 1,600 3.80
03-22-94 3,300 3.63
03-23-94 2,900 3.89
03-24-94 7,900 3.81
03-25-94 1,200 3.88
03-28-94 400 3.91
03-29-94 500 3.75
03-30-94 1,300 3.64
04-04-94 800 3.50
04-15-94 2,500 3.53
04-20-94 2,500 3.47
04-21-94 900 3.25
04-22-94 200 3.25
04-25-94 3,800 3.07
04-29-94 100 2.88
05-05-94 10,000 3.13
05-10-94 10,000 3.00
05-11-94 1,000 3.00
05-12-94 3,500 3.00
05-13-94 7,700 3.00
