SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)*
NAME OF ISSUER: Angeles Participating Mortgage Trust
TITLE OF CLASS OF SECURITIES: Class A Shares
CUSIP NUMBER: 034642108000
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: March 14, 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.: 034642108000
1. NAME OF REPORTING PERSON: 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): YES NO
6. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware
7. SOLE VOTING POWER: 165,900
8. SHARED VOTING POWER:
9. SOLE DISPOSITIVE POWER: 165,900
10. SHARED DISPOSITIVE POWER:
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 165,900
12. CHECK BOX IS THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: YES NO X
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 6.51%
14. TYPE OF REPORTING PERSON: CO
<PAGE>
This Amendment No. 1 to the Schedule 13D (the "Amendment") filed on
December 13, 1994 by American Holdings, Inc. ("AmHold") with respect to the
beneficial ownership of Class A Shares, par value $1.00 per share, of Angeles
Participating Mortgage Trust ("Shares"), a California business trust which
qualifies as a real estate investment trust (the "Trust"). The capitalized terms
used herein, which are not otherwise defined herein, shall have the same meaning
as in the original Schedule 13D.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Since the previous filing, AmHold has acquired 25,500 additional Shares
at an aggregate purchase price of $14,663.75, including any brokerage
commissions. The additional Shares were purchased with AmHold's working capital.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the close of business on March 14, 1995, AmHold beneficially
owned 165,900 Shares, representing 6.51% of the Shares reported as outstanding
for the quarter ended September 30, 1994.
(b) The information presented in Items 7 through 10 of the cover sheet
to this Amendment is incorporated herein by reference.
<PAGE>
(c) Exhibit C hereto sets forth all transactions in Shares effected by
AmHold in the sixty days preceding the date of this Statement and not previously
reported, the dates of such transactions, and the per share purchase price. The
transactions reported herein, unless otherwise indicated, were open market
transactions effected on the American Stock Exchange.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit C - Transactions in Shares effected in the past 60 days
and not previously reported.
<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: March 15, 1995
AMERICAN HOLDINGS, INC.
By: /S/ JOHN W. GALUCHIE, JR.
-----------------------------
John W. Galuchie, Jr.
Executive Vice President
<PAGE>
EXHIBIT C
<TABLE>
<CAPTION>
<S> <C> <C>
NUMBER OF PRICE
DATE SHARES PURCHASED PER SHARE*
- -------- ---------------- ----------
01/17/95 ............................... 900 .5625
01/18/95 ............................... 200 .5625
01/25/95 ............................... 1,000 .5625
01/27/95 ............................... 1,200 .5625
01/30/95 ............................... 2,000 .5625
01/31/95 ............................... 600 .5625
02/07/95 ............................... 300 .5625
02/24/95 ............................... 700 .50
02/27/95 ............................... 300 .50
03/01/95 ............................... 1,000 .50
03/07/95 ............................... 1,100 .50
03/13/95 ............................... 200 .50
03/14/95 ............................... 700 .50
*Exclusive of brokerage commissions, if any.
</TABLE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Act of 1934
NAME OF ISSUER: Angeles Participating Mortgage Trust
TITLE OF CLASS OF SECURITIES: Class A Shares
CUSIP NUMBER: 034642108000
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) 234-4101
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT: December 14, 1994
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.: 034642108000
1. NAME OF REPORTING PERSON: 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): YES NO X
6. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware
7. SOLE VOTING POWER: 140,400
8. SHARED VOTING POWER:
9. SOLE DISPOSITIVE POWER: 140,400
10. SHARED DISPOSITIVE POWER:
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
140,400
12. CHECK BOX IS THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: YES NO X
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 5.51%
14. TYPE OF REPORTING PERSON: CO
<PAGE>
Item 1. SECURITY AND ISSUER
This Schedule 13D (this "Schedule") relates to the Class A Shares, par
value $1.00 per share, of Angeles Participating Mortgage Trust ("Shares"), a
California business trust which qualifies as a real estate investment trust (the
"Trust"). The principal executive offices of the Trust are located at 2049
Century Park East, Suite 4080, Los Angeles, California 90067.
Item 2. IDENTITY AND BACKGROUND
(a), (b) and (c) This Schedule is being filed by American Holdings, Inc.
("AmHold"), a public company trading on NASDAQ. After January 3, 1995, AmHold
will be engaged through an 80% owned subsidiary, in the production and sale of
botanical flavors and medicinal extracts. AmHold's principal executive office is
located at 376 Main Street, Bedminster, New Jersey 07921. Sun Equities
Corporation ("Sun"), and parties affiliated with Sun, own approximately 39% of
AmHold's outstanding Common Stock. Sun and its affiliates may be deemed in
control of AmHold, as such term is defined in the regulations promulgated under
the Securities Exchange Act of 1934. (See Exhibits A and B for information,
including addresses and principal businesses or occupations, about the executive
officers and directors of AmHold and Sun, respectively.)
(d) During the past five years, neither AmHold, Sun, nor any of the persons
listed on Exhibits A and B has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
<PAGE>
(e) During the past five years, neither AmHold, Sun, nor any of the persons
listed on Exhibits A and B has been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction and as a result of which was
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.
(f) AmHold and Sun are Delaware corporations. All individuals listed on
Exhibits A and B are citizens of the United States except Alfredo Mena, who is a
citizen of El Salvador.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
As of December 21, 1994, AmHold has acquired 140,400 Shares at an aggregate
purchase price of $111,172 including brokerage commissions. AmHold utilized
working capital for the purchase of the Shares.
Item 4. PURPOSE OF TRANSACTION.
AmHold has acquired the Shares for investment. Depending upon market
conditions, AmHold may purchase additional Shares in the open market or
privately negotiated transactions or it may sell Shares. AmHold has no plans
which would result in any action reportable under Item 4 of Schedule 13D.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the close of business on December 21, 1994, AmHold beneficially
owned 140,400 Shares representing 5.51% of Shares reported as outstanding for
the quarter ended September 30, 1994.
<PAGE>
(b) The information presented in Items 7 through 10 of the cover sheet to
this Schedule 13D is incorporated herein by reference.
(c) Exhibit C annexed hereto sets forth all transactions in Shares effected
by AmHold in the sixty days preceding the date of this Statement, the dates of
such transactions, and the per Share purchase or sale price. The transactions
reported herein, unless otherwise indicated, were open market transactions
effected on the American Stock Exchange.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit A - Executive Officers and Directors of AmHold
Exhibit B - Executive Officers and Directors of Sun
Exhibit C - Transactions in Shares for the past 60 days
<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: December 22, 1994
AMERICAN HOLDINGS, INC.
By: /S/ JOHN W. GALUCHIE, JR.
-----------------------------
John W. Galuchie, Jr.
Executive Vice President
<PAGE>
EXHIBIT A
AMHOLD (See Item 2 of this Schedule)
Executive Officers and Directors
<TABLE>
<CAPTION>
<S> <C>
NAME AND BUSINESS ADDRESS PRESENT POSITION(S) WITH ADDRESS*
- ------------------------- ---------------------------------
Paul O. Koether Chairman, President and Director
of AmHold
Chairman, President and Director of
Kent Financial Services, Inc.
("Kent")
(owner of all the outstanding common
stock of T. R. Winston & Company,
Inc., ("TRW") a securities broker-
dealer, and Asset Value Management,
Inc., the general partner of Asset
Value Fund Limited Partnership,
an investment partnership)
Mr. Koether serves in various
executive capacities with Kent's
affiliated companies. He also is a
registered representative with TRW.
Chairman and Director of Sun.
General Partner
Shamrock Associates
(investment limited partnership;
owner of approximately 38 percent
of Kent's outstanding common stock)
Chairman and Director
American Metals Service, Inc.
("AMTS")
(a non-operating company seeking
to redeploy its assets)
*Unless otherwise designated, the address of the executive officers,
directors, and companies referred to herein, is 376 Main Street, Bedminster, New
Jersey 07921.
<PAGE>
Mark W. Jaindl Senior Vice President and
Director
AmHold
Vice President, Secretary and
Director
AMTS
Director
Edudata Corporation
(Majority owned subsidiary of
Sun, engaged in redeploying its
assets)
John W. Galuchie, Jr. Executive Vice President and
Secretary of AmHold
Director
NorthCorp Realty Advisors, Inc.
("NorthCorp")
(Engaged in the management and
disposition of assets, including
performing and non-performing
loans, commercial, consumer, and
single-family residential properties;
former subsidiary of AmHold.)
Vice President, and Treasurer of Kent
Mr. Galuchie also serves in other
executive positions with Kent's
affiliated companies. He is
a registered representative and
President of TRW.
Vice President and Director
of Sun
Treasurer, Principal Executive
Officer and Director of Edudata
<PAGE>
Vice President, Treasurer and
Director
AMTS
Richard M. Bossert Director
(See business address) AmHold
President and Chief Operating
Officer
Sawyert Corporation
P.O. Box 209
Bedminster, NJ 07921
(industrial and commercial site
construction and development)
Alfredo Mena Director
(See business address) AmHold
President
CIA. Salvadorena de Inversiones,
S.A. de C.V.
El Salvador
(coffee growing, processing and
exporting)
William Mahomes, Jr. Director
(See business address) AmHold
Partner
Locke Purnell Rain Harrell
2200 Ross Avenue
Suite 2200
Dallas, TX 75201
(Law Firm)
</TABLE>
<PAGE>
EXHIBIT B
SUN
Executive Officers and Directors
<TABLE>
<CAPTION>
<S> <C>
NAME AND BUSINESS ADDRESS PRESENT POSITION(S) WITH ADDRESS
- ------------------------- --------------------------------
Paul O. Koether* See Exhibit A for information
about Mr. Koether
John W. Galuchie, Jr. See Exhibit A for information
about Mr. Galuchie
Lloyd H. Klatzkin Vice President and Director
1790 Yardley Langhorne Road of Sun
Yardley, PA 19067
Lloyd H. Klatzkin, CPA, P.C.
1790 Yardley Langhorne Road
Yardley, PA 19067
(Certified Public Accountant)
*Mr. Koether and members of his family own 95% of Sun.
</TABLE>
<PAGE>
EXHIBIT C
Transactions in Shares for the Past 60 Days
<TABLE>
<CAPTION>
<S> <C> <C>
NUMBER OF PRICE
DATE SHARES PURCHASED PER SHARE*
- -------- ---------------- ----------
10/20/94 ............................. 19,000 .75
10/27/94 ............................. 1,200 .5625
10/31/94 ............................. 200 .5625
11/09/94 ............................. 2,500 .5625
11/16/94 ............................. 400 .5625
11/17/94 ............................. 600 .5625
11/18/94 ............................. 900 .5625
12/12/94 ............................. 300 .5625
12/13/94 ............................. 1,600 .5625
12/15/94 ............................. 700 .5625
12/19/94 ............................. 5,200 .5625
12/20/94 ............................. 6,000 .5625
12/21/94 ............................. 800 .5625
+
* Exclusive of brokerage commissions.
</TABLE>
