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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 18)*
CHRYSLER CORPORATION
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(Name of Issuer)
COMMON STOCK, PAR VALUE $1.00 PER SHARE
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(Title of Class of Securities)
171196 10 8
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(CUSIP Number)
Stephen Fraidin, P.C. Stephen D. Silbert, Esq.
Fried, Frank, Harris, Shriver & Christensen, White, Miller,
Jacobson Fink & Jacobs
One New York Plaza 2121 Avenue of the Stars, 18th Floor
New York, New York 10004 Los Angeles, California 90067
(212) 859-8140 (310) 553-3000
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(Name, Address and Telephone Number of Persons Authorized to Receive Notices and
Communications)
August 25, 1995
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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 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.)
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SCHEDULE 13D
CUSIP NO. 171196 10 8
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KIRK KERKORIAN
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
BK
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
7 SOLE VOTING POWER
NUMBER OF 51,900,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 51,900,000
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,900,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.6%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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SCHEDULE 13D
CUSIP NO. 171196 10 8
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LEE A. IACOCCA
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF,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
USA
7 SOLE VOTING POWER
NUMBER OF 1,938,076
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 115,750
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 1,938,076
10 SHARED DISPOSITIVE POWER
115,750
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,053,826
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.5%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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This Amendment No. 18 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, Lee Iacocca, and Alfred Boyer (the "Filing Persons").
Capitalized terms used and not defined in this Amendment have the meanings set
forth in the Schedule 13D.
1. Item 3 of the Schedule 13D is hereby amended to add the following
information:
Mr. Kerkorian has acquired 1,900,000 Shares as set forth in Item 5
below, which Item is incorporated herein by reference. The purchase price for
such Shares ($97,014,975) is being funded from Mr. Kerkorian's Credit Agreement
dated as of August 4, 1995 with Swiss Bank Corporation (the "Swiss Bank
Agreement"). A copy of the Swiss Bank Agreement has been filed as an exhibit to
Amendment No. 17 to the Schedule 13D and is incorporated herein by reference.
2. Item 4 of the Schedule 13D is hereby amended to add the following
information:
Mr. Kerkorian may purchase additional Shares in open market transactions
or otherwise to increase his beneficial ownership of Shares (including Shares
held by members of any group of which he may be deemed a member) up to 14.99% of
the outstanding Shares.
3. Item 5 of the Schedule 13D is hereby amended to add the following
information:
(a) As a result of the purchases described under Item 5(c), the
Filing Persons taken together are the beneficial owners of 53,958,826 Shares or
approximately 14.1% of the Shares outstanding based upon the number of Shares
outstanding as reported in the Company's Form 10-Q for the period ended June 30,
1995. Of such Shares, Mr. Kerkorian is directly and through Tracinda the
beneficial owner of 51,900,000 Shares (approximately 13.6% of the outstanding
Shares), Tracinda is the beneficial owner of 50,000,000 shares (approximately
13.0% of the outstanding Shares), Mr. Iacocca is the beneficial owner of
2,053,826 Shares (approximately .5% of the outstanding Shares) (represented by
388,986 Shares solely owned or controlled by him, options to purchase an
additional 1,549,090 Shares and 115,750 Shares held by the Iacocca Foundation,
over which Mr. Iacocca may be deemed to share dispositive power and voting
power) and Mr. Boyer is the beneficial owner of 5,000 Shares (less than .1% of
the outstanding Shares) (represented by listed options), in each case the
percentages being based upon the number of Shares outstanding as reported in the
Company's Form 10-Q for the period ended June 30, 1995. (The Company has taken
the position that the conditions precedent with respect to the exercise of
options to acquire 112,500 Shares by Mr. Iacocca have not been satisfied, which
position Mr. Iacocca disputes.) Each of Mr. Kerkorian and Tracinda, Mr. Iacocca
and Mr. Boyer expressly disclaims beneficial ownership of all Shares held by the
others.
(b) Mr. Kerkorian has the sole power to vote or to direct the vote
and the sole power to dispose or direct the disposition of the 1,900,000 Shares
purchased by him.
(c) The table below sets forth information with respect to all
purchases of Shares by Filing Persons during the last sixty days. All of such
purchases were effected by Mr.
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Kerkorian on the New York Stock Exchange. On August 7, 1995, the Iacocca
Foundation sold 58,000 Shares at a price of $50 per Share.
<TABLE>
<CAPTION>
Transaction Number of Price Aggregate
Date Shares Per Share Price
<S> <C> <C> <C>
08/11/95 58,000 51 2,960,320
142,000 50 7/8 7,229,930
08/18/95 50,000 50 7/8 2,545,750
32,500 50 3/4 1,650,675
08/21/95 50,000 50 3/4 2,539,500
50,000 50 5/8 2,533,250
50,000 50 1/2 2,527,000
50,000 50 3/8 2,520,750
08/22/95 20,000 50 1,000,800
60,000 50 1/8 3,009,900
102,500 50 1/4 5,154,725
26,000 50 3/8 1,310,790
50,000 50 1/2 2,527,000
08/23/95 2,000 50 5/8 101,330
98,000 50 3/4 4,977,420
15,700 50 7/8 799,365.5
129,000 51 6,584,160
57,000 51 1/8 2,916,405
450,000 51 1/4 23,080,500
08/24/95 73,500 51 1/4 3,769,815
14,000 51 3/8 719,810
70,500 51 1/2 3,633,570
28,000 51 5/8 1,446,620
135,600 51 3/4 7,022,724
55,700 51 7/8 2,891,665.5
08/25/95 30,000 52 1,561,200
Totals: 1,900,000 97,014,975
</TABLE>
4. Item 6 of the Schedule 13D is hereby amended to add the following
information:
The 1,900,000 Shares purchased by Mr. Kerkorian (together with
additional collateral) will be pledged pursuant to the Swiss Bank Agreement.
5. Except as specifically provided herein, this Amendment does not
modify any of the information previously reported on Schedule 13D.
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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
August 25, 1995 By: /s/ Anthony L. Mandekic
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Date Name: Anthony L. Mandekic
Title: Secretary/Treasurer
