UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _____)*
PRICE COMMUNICATIONS CORPORATION
(Name of Issuer)
COMMON STOCK, $.01 par value
(Title of Class of Securities)
741437305
(CUSIP Number)
Bruce Ovitz
30 South Wacker Drive, Suite 1800
Chicago, Illinois 60606
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
May 9, 1994
(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 [ X ].
(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).
No Exhibits
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SCHEDULE 13D
CUSIP No. 741437305
___________________________________________________________________________
1 NAMES OF REPORTING PERSON S.S. OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bruce D. Ovitz
___________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
___________________________________________________________________________
3 SEC USE ONLY
___________________________________________________________________________
4 SOURCE OF FUNDS*
WC 00
___________________________________________________________________________
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
___________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF SHARES 586,849
BENEFICIALLY _______________________________________________________
OWNED BY 8 SHARED VOTING POWER
EACH -0-
REPORTING _______________________________________________________
PERSON 9 SOLE DISPOSITIVE POWER
WITH 586,849
_______________________________________________________
10 SHARED DISPOSITIVE POWER
-0-
___________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
586,849
___________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* / /
___________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9% assuming 10,022,864 Shares of Common Stock are outstanding
___________________________________________________________________________
14 TYPE OF REPORTING PERSON*
IN
___________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
Page 2 of 5
ITEM 1. SECURITY AND ISSUER
This Statement on Schedule 13D relates to the Common Stock, $.01
par value ("Common Stock"), of Price Communications Corporation
("Issuer"), whose principal offices are located at 345
Rockefeller Plaza, 30th Floor, New York, New York 10020.
ITEM 2. IDENTITY AND BACKGROUND
This Statement on Schedule 13D is filed with the Securities and
Exchange Commission by Bruce D. Ovitz ("Ovitz"), as general
partner of Grant Partners I, an Illinois limited partnership,
Grant Partners II, an Illinois limited partnership, and Grant
Partners VI, an Illinois limited partnership (collectively, the
"Limited Partnerships"). Each Limited Partnership's principal
business is investments and address is 30 South Wacker Drive,
Suite 1800, Chicago, Illinois 60606.
Ovitz's principal occupation is serving as general partner of
each of the Limited Partnerships. During the past five years,
Ovitz has not been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) nor has he been a
party to a civil proceeding of a judicial or administrative body
of competent jurisdiction where as a result of such proceeding he
was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any
violation with respect to such laws. Ovitz is a citizen of the
United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The Limited Partnerships acquired the Common Stock with working
capital of the Limited Partnerships. Some of the Common Stock
was purchased through margin accounts.
ITEM 4. PURPOSE OF TRANSACTION
Ovitz, acting as general partner for each of the Limited
Partnerships, acquired the Common Stock for investment and may
acquire additional Common Stock in the future for investment.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The aggregate number of shares of Common Stock beneficially
owned by Ovitz, as general partner of each of the Limited
Partnerships, within the meaning of Section 13(d) of the
Securities Exchange Act of 1934, is 586,849 (5.9% of the
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total amount outstanding, assuming 10,022,864 Shares of
Common Stock are outstanding).
(b) As general partner of each of the Limited Partnerships,
Ovitz has sole power to vote and to direct the disposition
of the shares of Common Stock beneficially owned by him.
(c) Ovitz, acting as general partner for each of the Limited
Partnerships, purchased a total of 20,500 shares of Common
Stock for a purchase price of $88,291.45 on May 2, 1994 and
sold 25,000 shares of Common Stock for a sale price of
$104,747.50 on March 25, 1994. On May 2, an injunction
preventing the Issuer's repurchase of 2,249,087 shares of
its Common Stock was lifted. Ovitz became a 5% stockholder
as a result of the Issuer's repurchase of its Common Stock
which became effective May 2, 1994. The average purchase
price per share was $2.80.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
There are no contracts, arrangements, understandings or
relationships with respect to securities of the issuer among the
persons named in Item 2 above.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
Page 4 of 5
Signatures
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth
in this statement is true, complete and correct.
Dated: May 18, 1994
/s/ Bruce D. Ovitz
Bruce D. Ovitz, as General Partner of
Grant Partners I, Grant Partners II and
Grant Partners VI
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
05\17\94\23884\010\1013DHJS.005
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