SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE l3D
Under the Securities Exchange Act of 1934
(Amendment No. 18)*
ELECTROMAGNETIC SCIENCES, INC.
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(Name of Issuer)
Common Stock, par value $.10 per share
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(Title of Class of Securities)
285397105
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(CUSIP Number)
with a copy to:
David A. Rocker Robert G. Minion, Esq.
Suite 1759 Lowenstein, Sandler, Kohl,
45 Rockefeller Plaza Fisher & Boylan, P.A.
New York, New York 10111 65 Livingston Avenue
(212) 397-1220 Roseland, New Jersey 07068
(201) 992-8700
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(Name, Address and Telephone Number
of Person Authorized to Receive
Notices and Communications)
August 12, 1996
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(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule l3G 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 this 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 less than five percent of such class.
See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule l3d-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).
CUSIP NO. 285397105
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1) Names of Reporting Persons (S.S. or I.R.S. Identification Nos. of Above
Persons):
David A. Rocker ###-##-####
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2) Check the Appropriate Box if a Member of a Group (See Instructions):
(a) Not
(b) Applicable
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3) SEC Use Only
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4) Source of Funds (See Instructions):WC
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e):
Not Applicable
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6) Citizenship or Place of Organization:
United States
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Number of 7) Sole Voting Power: 726,652*
Shares Beneficially ------------------------------------------
Owned by 8) Shared Voting Power: 0
Each Reporting ------------------------------------------
Person With: 9) Sole Dispositive Power: 726,652*
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10) Shared Dispositive Power: 0
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11) Aggregate Amount Beneficially Owned by Each Reporting Person:
726,652*
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions):
Not Applicable
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13) Percent of Class Represented by Amount in Row
(11): 9.7%*
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14) Type of Reporting Person (See Instructions): IA, IN
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* 664,046 shares (8.87%) of Electromagnetic Sciences, Inc. are owned by
Rocker Partners, L.P., a New York limited partnership. 62,606 shares
(0.83%) of Electromagnetic Sciences, Inc. are owned by Compass Holdings,
Ltd., a corporation organized under the International Business Companies
Ordinance of the British Virgin Islands. David A. Rocker serves as the sole
managing partner of Rocker Partners, L.P. and, through Rocker Offshore
Management Company, Inc., as investment adviser to Compass Holdings, Ltd.
See Item 5 for further information on the computation of percentages set
forth herein.
Item 5. Interest in Securities of the Issuer.
Based upon the information contained in Electromagnetic Sciences, Inc.'s
quarterly report on Form 10-Q for the quarterly period ended June 30, 1996,
there were issued and outstanding 7,482,870 shares of Electromagnetic Sciences,
Inc. common stock as of July 27, 1996. As of August 12, 1996, Rocker Partners,
L.P. owned 664,046 of such shares, or 8.87% of those outstanding and Compass
Holdings, Ltd. owned 62,606 of such shares, or 0.83% of those outstanding. David
Rocker possesses sole power to vote and direct the disposition of all shares of
Electromagnetic Sciences, Inc. common stock owned by Rocker Partners, L.P. and
Compass Holdings, Ltd. The following table details the transactions by each of
Rocker Partners, L.P. and Compass Holdings, Ltd. in shares of Electromagnetic
Sciences, Inc. common stock during the past 60 days:
A. Rocker Partners, L.P.
Date Quantity Price
(Purchases)
June 20, 1996 1,000 $15.25
June 26, 1996 1,500 $13.75
June 26, 1996 5,000 $13.65
June 27, 1996 5,000 $13.62
June 27, 1996 4,500 $13.53
July 1, 1996 1,850 $14.29
July 3, 1996 3,000 $14.06
July 3, 1996 2,500 $14.15
July 9, 1996 5,000 $13.75
July 10, 1996 1,000 $13.62
July 11, 1996 11,000 $12.99
July 11, 1996 1,000 $13.12
July 15, 1996 5,000 $12.31
July 15, 1996 5,000 $11.65
July 16, 1996 5,000 $11.53
July 18, 1996 2,500 $12.06
July 18, 1996 2,500 $12.37
July 18, 1996 5,000 $12.18
July 19, 1996 2,000 $11.68
July 19, 1996 1,800 $11.50
July 22, 1996 4,000 $11.28
July 23, 1996 3,200 $11.64
July 23, 1996 5,000 $11.81
July 24, 1996 4,000 $10.93
July 25, 1996 3,100 $11.25
July 26, 1996 1,000 $11.12
July 29, 1996 2,700 $11.38
July 30, 1996 1,000 $11.62
July 30, 1996 1,000 $11.37
August 1, 1996 1,000 $12.31
August 1, 1996 4,000 $12.25
August 2, 1996 1,000 $13.12
(Sales)
June 14, 1996 1,000 $15.37
June 14, 1996 8,700 $15.39
June 17, 1996 2,500 $15.57
June 28, 1996 9,000 $14.22
July 17, 1996 5,000 $12.87
July 22, 1996 4,000 $11.28
July 23, 1996 14,000 $11.50
July 23, 1996 3,200 $11.64
July 23, 1996 5,000 $11.81
July 24, 1996 4,000 $10.93
July 25, 1996 3,100 $11.25
July 26, 1996 1,000 $11.12
July 29, 1996 2,700 $11.38
July 30, 1996 1,000 $11.62
July 30, 1996 1,000 $11.37
July 30, 1996 2,800 $11.75
August 1, 1996 11,000 $12.37
August 2, 1996 18,400 $12.91
August 5, 1996 2,000 $13.16
August 6, 1996 13,000 $13.24
August 7, 1996 10,000 $13.75
August 9, 1996 3,200 $13.50
August 12, 1996 17,500 $13.56
B. Compass Holdings, Ltd.
Date Quantity Price
(Purchases)
June 19, 1996 900 $15.75
June 20, 1996 2,500 $15.25
June 24, 1996 2,500 $14.37
June 26, 1996 1,000 $13.75
June 28, 1996 100 $14.62
July 8, 1996 100 $14.12
July 11, 1996 2,500 $12.99
July 12, 1996 100 $13.12
July 16, 1996 900 $11.87
July 19, 1996 500 $11.68
July 31, 1996 300 $12.58
August 1, 1996 2,000 $12.25
August 7, 1996 150 $14.00
August 9, 1996 200 $13.75
(Sales)
June 28, 1996 700 $14.22
July 23, 1996 1,000 $11.50
July 31, 1996 5,600 $11.68
August 1, 1996 9,000 $12.37
August 2, 1996 2,000 $12.93
Signature
After reasonable inquiry and to the best of the undersigned's
knowledge and belief, the undersigned hereby certifies that the information set
forth in this statement is true, complete and correct.
Dated: August 22, 1996
/s/ David A. Rocker
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David A. Rocker, individually, as
managing partner of Rocker Partners,
L.P., and as president of Rocker
Offshore Management Company, Inc.,
the investment adviser to Compass
Holdings, Ltd.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
