UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
AMERICAN INDUSTRIAL PROPERTIES REIT INC.
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(Name of Issuer)
Shares of Beneficial Interest, $0.10 par value
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(Title of Class of Securities)
02679110
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(CUSIP Number)
David Goldberg, 600 No. Brand Blvd., Ste. 300, Glendale, California
91203-1241, 818/244-8080, ext. 529
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 17, 1996
(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.)
NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
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CUSIP NO. 02679110 SCHEDULE 13D
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PUBLIC STORAGE, INC.
[95-3551121]
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
WC
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
CALIFORNIA
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SOLE VOTING POWER
7
NUMBER OF 649,800
SHARES ----------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
N/A
OWNED BY
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EACH SOLE DISPOSITIVE POWER
9
REPORTING 649,800
PERSON ----------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
N/A
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
649,800
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [_]
12
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
7.2%
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TYPE OF REPORTING PERSON*
14
CO
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The Statement on Schedule 13D dated November 14, 1995, as
amended by Amendment No. 1 dated November 24, 1995 (the "Schedule 13D")
filed by Public Storage, Inc. ("PSI"), relating to the Shares of
Beneficial Interest, $0.10 par value (the "Shares") of American
Industrial Properties REIT Inc., a Texas real estate investment trust
(the "Issuer"), is amended by this Amendment No. 2 as set forth below.
Defined terms that are not defined herein have the meanings assigned to
those terms in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
As of January 17, 1996, PSI owned a total of 649,800 Shares for
which it paid an aggregate purchase price (including commissions) of
approximately $1,154,000. All funds used to purchase such Shares were
obtained from PSI's working capital.
Item 4. Purpose of Transaction
Representatives of PSI have had discussions with an owner of the
Company's notes (the "Lender") concerning a possible purchase by PSI
of the Company's notes. As of the date hereof, the Lender has not
indicated a willingness to sell the notes on terms acceptable to PSI
and accordingly, PSI is giving serious consideration to disposing of
all or a portion of its Shares.
Item 5. Interest in Securities of the Issuer
As of January 17, 1996, PSI owned 649,800 Shares, which
constitute approximately 7.2% of the total number of Shares
outstanding on January 17, 1996 of 9,075,000.
PSI has the sole power to vote and the sole power to dispose of
the 649,800 Shares owned by it.
During the period commencing November 25, 1995 (i.e., after the
date of Amendment No. 1 to the Schedule 13D) and ending January 17,
1996, PSI purchased the number of Shares in the transactions, on
the transaction dates and at the prices per Share (not including
commissions) set forth below opposite its name.
No. of Type Price
Transaction Shares of per
Reporting Person Date Bought Transaction Share
---------------- ----------- ------ ----------- -----
PSI 11/27/95 20,000 open market $2.00
11/28/95 14,700 open market $2.00
11/29/95 16,900 open market $2.00
11/30/95 17,000 open market $2.125
11/30/95 3,100 open market $2.00
12/14/95 400 open market $1.875
12/26/95 1,700 open market $1.75
To the best of PSI's knowledge, except as disclosed herein, PSI
does not have any beneficial ownership of any Shares as of January 17,
1996 and has not engaged in any transaction in any Shares during the
period from November 25, 1995 through January 17, 1996.
Except as disclosed herein, no other person is known to PSI
to have the right to receive or the power to direct receipt of
distributions from, or the proceeds from the sale of, the Units
beneficially owned by PSI.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in
this statement is true, complete and correct.
Dated: January 17, 1996 PUBLIC STORAGE, INC.
By: /S/ RONALD L. HAVNER, JR.
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Ronald L. Havner, Jr.
Senior Vice President
