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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
RENT-A-WRECK OF AMERICA, INC.
(Name of Issuer)
Common Stock, $.01 Par Value Per Share
(Title of Class of Securities)
760098103
(CUSIP Number)
Voluntary** (see note below)
(Date of Event which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 the
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).
**This Schedule 13G is being filed to replace, pursuant to Securities Exchange
Act Release No. 34-39538, Cumberland Associates LLC's Schedule 13D, filed on
January 13, 1986, as amended by Amendment No. 1 thereto, filed on October 19,
1989, and Amendment No. 2 thereto, filed on November 15, 1990.
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CUSIP No. 760098103 13G
- ---------------------------------
- ---------- ---------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cumberland Associates LLC
- ---------- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
- ---------- ---------------------------------------------------------------------
3 SEC USE ONLY
- ---------- ---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
- -------------------- ------ ----------------------------------------------------
5 SOLE VOTING POWER
171,450
------ ----------------------------------------------------
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 76,000
OWNED BY
------ ----------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 171,450
WITH
------ ----------------------------------------------------
8 SHARED DISPOSITIVE POWER
76,000
- ---------- ---------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
247,450
- ---------- ---------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [ ]
- ---------- ---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.8%
- ---------- ---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
OO, IA
- ---------- ---------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
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Item 1(a) Name of Issuer:
--------------
Rent-A-Wreck of America, Inc. (the "Issuer")
Item 1(b) Address of Issuer's Principal Executive
Offices:
---------------------------------------
11460 Cronridge Drive
Suite 120
Owings Mills, Maryland 21117
Items 2(a) Name of Person Filing:
---------------------
This statement is being filed by Cumberland
Associates LLC to replace, pursuant to
Securities Exchange Act Release No. 34-39538,
Cumberland Associates LLC's Schedule 13D,
filed on January 13, 1986, as amended by
Amendment No. 1 thereto, filed on October 19,
1989, and Amendment No. 2 thereto, filed on
November 15, 1990. Cumberland Associates LLC
is a limited liability company organized
under the laws of the State of New York, and
is engaged in the business of managing, on a
discretionary basis, twelve securities
accounts (the "Accounts"), the principal one
of which is Cumberland Partners. K. Tucker
Andersen, Gary Tynes, Oscar S. Schafer, Bruce
G. Wilcox, Glenn Krevlin, Andrew Wallach and
Eleanor Poppe are the members (the "Members")
of Cumberland Associates LLC.
Item 2(b) Address of Principal Business Office:
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The address of the principal business and
office of Cumberland Associates LLC and each
of the Members is 1114 Avenue of the
Americas, New York, New York 10036.
Item 2(c) Citizenship:
-----------
Cumberland Associates LLC is a New York
limited liability company. Each of the
Members is a citizen of the United States.
Item 2(d) Title of Class of Securities:
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Common Stock, par value $.01 per share
(the "Shares")
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Item 2(e) CUSIP Number:
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760098103
Item 3 Not Applicable
Item 4. Ownership:
---------
Item 4(a) Amount Beneficially Owned:
-------------------------
As of the date hereof, Cumberland Associates
LLC may be deemed the beneficial owner of
247,450 Shares, which includes (i) 35,000
Shares issuable upon the exercise of Warrants
and (ii) 96,250 Shares issuable upon
conversion of the Issuer's Series A
Convertible Preferred Stock.
Item 4(b) Percent of Class:
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The number of Shares of which Cumberland
Associates LLC may be deemed to be the
beneficial owner constitutes approximately
5.8% of the total number of Shares
outstanding.
Item 4(c) Number of shares as to which such person has:
--------------------------------------------
(i) Sole power to vote or to direct
the vote: 171,450
(ii) Shared power to vote or to direct the
vote: 76,000
(iii) Sole power to dispose or to direct
the disposition of: 171,450
(iv) Shared power to dispose or to direct
the disposition of: 76,000
Item 5 Ownership of Five Percent or Less of a Class:
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Not Applicable
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Item 6 Ownership of More than Five Percent on
Behalf of Another Person:
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The beneficial owners of the Accounts have
the right to participate in the receipt of
dividends from, or proceeds from the sale of,
the Shares held for each Account in
accordance with their partnership interests
in each such Account.
Item 7 Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company:
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Not Applicable
Item 8 Identification and Classification of Members
of the Group:
--------------------------------------------
Not Applicable
Item 9 Notice of Dissolution of Group:
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Not Applicable
Item 10 Certification:
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By signing below the signatory certifies that, to the best of his
knowledge and belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or influencing the
control of the Issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that purpose or
effect.
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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.
Dated: March 11, 1998
CUMBERLAND ASSOCIATES LLC
By:/s/ K. Tucker Andersen
Name: K. Tucker Andersen
Title: Member
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