UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 37)*
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)
171196108
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(CUSIP Number)
Stephen Fraidin, P.C.
Fried, Frank, Harris, Shriver & Jacobson
One New York Plaza
New York, New York 10004
(212) 859-8140
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
July 30, 1998
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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.)
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).
SCHEDULE 13D
CUSIP No. 171196108 Page 2 of Pages 5
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
KIRK KERKORIAN
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
NUMBER OF 7 SOLE VOTING POWER
SHARES 71,753,992
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 71,753,992
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
71,753,992
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.11%
14 TYPE OF REPORTING PERSON*
IN
SCHEDULE 13D
CUSIP No. 171196108 Page 3 of Pages 5
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
TRACINDA CORPORATION
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
NEVADA
NUMBER OF 7 SOLE VOTING POWER
SHARES 71,753,992
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 71,753,992
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
71,753,992
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.11%
14 TYPE OF REPORTING PERSON*
CO
This Amendment No. 37 (the "Amendment") 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
("Tracinda"), 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 and Tracinda
(the "Filing Persons"). Terms used and not defined in this Amendment have
the meaning set forth in the Schedule 13D.
1. Item 5 of the Schedule 13D is hereby amended to add the following
information:
(a) As a result of the sales described under Item 5(c), the Filing
Persons are the beneficial owners of 71,753,992 (the "Owned Shares"), or
approximately 11.11% of the 645,727,506 Shares outstanding based upon the
most recent information provided to Tracinda by the Company.
(b) The Filing Persons have sole power to vote and dispose of the
Owned Shares.
(c) The table below sets forth information with respect to all sales
of Shares by the Filing Persons during the last 60 days (including
transactions previously reported in Amendment No. 36 to the Schedule 13D).
All of such sales were executed by Tracinda through broker's transactions
on the New York Stock Exchange. Such sales were effected to avoid potential
adverse tax effects in connection with the proposed business combination of
the Company with Daimler-Benz AG under Section 367 of the Internal Revenue
Code of 1986, as amended (pertaining to a shareholder owning more than 5%
of the post-merger capital stock of a foreign acquiror).
Transaction Date Number of Shares Price Per Share Aggregate Price
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July 30, 1998 2,500,000 $59.50 $148,750,000
July 29, 1998 1,500,000 $59.00 $88,500,000
July 27, 1998 4,000,000 $58.75 $235,000,000
July 15, 1998 5,000,000 $56.75 $283,750,000
July 15, 1998 4,000,000 $56.50 $226,000,000
2. Except as specifically provided herein, this Amendment does not modify
any of the information previously reported on the Schedule 13D.
SIGNATURE
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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
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Anthony L. Mandekic
Secretary/Treasurer
Dated: July 30, 1998
