SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 11)*
NAME OF ISSUER: American Industrial Properties REIT
TITLE OF CLASS OF SECURITIES: Shares of Beneficial Ownership
CUSIP NUMBER: 026791103000
NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS:
Natalie I. Koether, Esq., Rosenman & Colin
P. O. Box 97, Far Hills, New Jersey 07931 (908) 766-4101
DATE OF EVENT WHICH REQUIRES FILING: October 24, 1995
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: ________
Check the following 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 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).
(Continued on following pages)
<PAGE>
CUSIP NO.: 026791103000
1. NAME OF REPORTING PERSON: Pure World, Inc.
(formerly American Holdings, Inc.)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) (b) X
3. [SEC USE ONLY]
4. SOURCE OF FUNDS: WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e):
6. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware
7. SOLE VOTING POWER: 888,000
8. SHARED VOTING POWER:
9. SOLE DISPOSITIVE POWER: 888,000
10. SHARED DISPOSITIVE POWER:
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 888,000
12. CHECK BOX IS THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES:
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 9.785%
14. TYPE OF REPORTING PERSON: CO
<PAGE>
This Amendment No. 11 (the "Amendment") relates to the Schedule 13D filed
on February 2, 1994, in connection with the ownership by Pure World, Inc. ("Pure
World") of Shares of Beneficial Interest ("Shares") of American Industrial
Properties REIT, a Texas real estate investment trust (the "Trust"). The
capitalized terms used in the Amendment, unless otherwise defined, shall have
the same meaning as in the original Schedule 13D.
Item 4. PURPOSE OF TRANSACTION.
Item 4 is amended hereby to add the following:
Pure World has demanded a copy of the Trust's Shareholder list as of
October 24, 1995. A copy of the demand letter has been attached as Exhibit I.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit I - Letter to Charles Wolcott dated October 24, 1995.
<PAGE>
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: October 24, 1995
PURE WORLD, INC.
/s/ Mark Koscinski
-------------------------
Mark Koscinski
Senior Vice President
<PAGE>
EXHIBIT I
October 24, 1995
VIA FAX AND FEDERAL EXPRESS
American Industrial Properties REIT
6220 North Beltline, Suite 205
Irving, Texas 75063
Attention: Charles W. Wolcott, President
Re: Shareholder List
Dear Mr. Wolcott:
Pure World, Inc. (formerly American Holdings, Inc.,) a Delaware
Corporation ("Pure World"), owns more than 5% of the outstanding Shares of
Beneficial Interest ("Shares") of American Industrial Properties REIT (the
"Trust") and currently intends to communicate with Shareholders regarding the
management and financial performance of the Trust. On behalf of Pure World,
demand is made hereby pursuant to Section 18 of the Texas Real Estate Investment
Trust Act, that the Trust provide to Pure World the following (collectively, the
"List").
(a) A complete record or list of the holders of Shares, certified by the
Trust or its transfer agent, showing the name and address of each holder of
Shares, the account number of the holder and the number of Shares registered in
the name of each such holder as of October 24, 1995 or a date as close thereto
as practicable;
(b) A magnetic computer tape list of the holders of Shares as of October
24, 1995, showing the names, addresses, account number and number of Shares held
by such holders, together with such computer processing data as is necessary to
make use of such magnetic computer tape, and a printout of such magnetic
computer tape for verification purposes;
<PAGE>
American Industrial Properties REIT
October 24, 1995
Page 2
(c) All information in or which comes into the possession or control of the
Trust, or which can reasonably be obtained from nominees of any central
certificate depositary system, concerning the identity and holdings of brokerage
and financial institutions holding Shares through depositaries or nominees, such
as Cede & Co., Pacific & Co., Kray & Co., Philadep, DLJ and any other or similar
nominees;
(d) A list or lists containing the name, address and number of Shares
attributable to any participant in any Trust employee stock ownership, dividend
reinvestment or other plan in which the decision how to vote is made, directly
or indirectly, individually or collectively, by the participants in the plan;
and
(e) All information in or which comes into the Trust's possession or which
can reasonably be obtained from brokers, dealers, banks, clearing agencies or
voting trustees relating to the names of the non-objecting and acquiescing
beneficial owners of Shares in the format of a printout in descending order
balance (such information being readily available to the Trust under Rule
14b-1(c) or Rule 14b(21(c)) of the Securities Exchange Act of 1934 from ADP
Proxy Services or similar entities).
Pure World will reimburse the Trust for its reasonable out-of-pocket costs
incurred in obtaining and providing the List requested hereby.
The List should be sent by Federal Express to Pure World, Inc., 376 Main
Street, Bedminster, New Jersey 07921, to the attention of John W. Galuchie, Jr.,
Executive Vice President.
Questions regarding the form and arrangements for delivery of the List
should be directed to the undersigned at (908) 234-9220. Other questions may be
directed to Paul O. Koether, Chairman, at (908) 766-7220.
Very truly yours,
/s/ John W. Galuchie, Jr.
-------------------------
John W. Galuchie, Jr.
Executive Vice President
JWG/klf
