TRACINDA CORP
SC 13D/A, 1995-11-20
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<PAGE>
 
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                  SCHEDULE 13D

                   UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 26)

                              Chrysler Corporation
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                         Common Stock, $1.00 par value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                  171196 10 8
                          ---------------------------
                                (CUSIP Number)

                             Stephen Fraidin, P.C.
                   Fried, Frank, Harris, Shriver & Jacobson
                               One New York Plaza
                           New York, New York  10004
                                 (212) 859-8140

(Name, Address, and Telephone Number of Person Authorized to Receive Notices and
Communications)

                               November 20, 1995
            -------------------------------------------------------
            (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
statement 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.
<PAGE>
 
          This Amendment No. 26 amends and supplements the Statement on Schedule
13D (as previously amended, including pursuant to the Schedule 14D-1 and
amendments thereto previously filed by Tracinda Corporation, a Nevada
corporation wholly owned by Kirk Kerkorian, the "Schedule 13D"), relating to the
common stock, par value $1.00 per share (the "Shares"), of Chrysler Corporation,
a Delaware corporation (the "Company"), previously filed by Mr. Kerkorian,
Tracinda Corporation ("Tracinda"), Lee Iacocca, and Alfred Boyer.  Terms used
and not defined in this Amendment have the meaning set forth in the Schedule
13D.

     1. Item 4, "Purpose of Transaction," Item 5, "Interest in Securities of the
Issuer" and Item 6, "Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer" of the Schedule 13D are hereby amended
to add the following information:

     On November 20, 1995, Tracinda decided to donate (the "Donation") 10
million Shares (the "Donation Shares") to the Lincy Foundation, a California
non-profit public benefit corporation (the "Lincy Foundation").  The Lincy
Foundation is a charitable foundation formed in 1989 by Tracinda and is funded
by Tracinda.  Pursuant to the terms of the Donation, Tracinda will deliver to
the Lincy Foundation 25% of the Donation Shares on November 20, 1997, 25% on
November 20, 1998, and 50% on November 20, 1999 (each such date herein called a
"Donation Date").  The Donation is subject to the satisfaction of certain
conditions, including any required consent of any lender that is a party to a
credit agreement with Tracinda.  Currently, the consent of the Bank under the
Credit Agreement would be required because the Donation Shares constitute a
portion of the collateral pledged to the Bank pursuant to the Credit Agreement.
The Lincy Foundation will not assume any of Tracinda's obligations under the
Credit Agreement.  Until each Donation Date, Tracinda will retain sole voting
power and sole dispositive power in respect of the Donation Shares required to
be delivered on such Donation Date.  If, prior to a Donation Date, Tracinda has
disposed of all or a portion of the Donation Shares that are required to be
delivered on such Donation Date, then Tracinda shall deliver, in lieu of such
Donation Shares, the proceeds received by Tracinda from the disposition thereof
(net of income taxes and other expenses incurred or payable by Tracinda in
connection therewith).  Kirk Kerkorian is a member of the board of directors of
the Lincy Foundation.  The other members of the board of directors of the Lincy
Foundation are James D. Aljian, Walter Sharp, Anthony L. Mandekic and Alex
Yemenidjian.  Messrs. Aljian, Mandekic and Yemenidjian also comprise all the
executive officers of the Lincy Foundation.  Each of Messrs. Aljian, Sharp,
Mandekic and Yemenidjian also is a director, executive officer or executive of
Tracinda or MGM Grand, Inc. (an affiliate of Tracinda) or both.

    2.  Except as specifically provided herein, this Amendment does not modify
any of the information previously reported on the Schedule 13D.

                                      -2-
<PAGE>
 
                                   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.

                                    TRACINDA CORPORATION


                                    By: /s/  Anthony L. Mandekic
                                        ------------------------
                                      Anthony L. Mandekic
                                      Secretary/Treasurer

Dated:  November 20, 1995

                                      -3-


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