UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 8)
THE ALPINE GROUP, INC.
- ---------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK, PAR VALUE $.10 PER SHARE
- ---------------------------------------------------------------------
(Title Class of Securities)
020825105
- ---------------------------------------------------------------------
(CUSIP Number)
Mikhail A. Filimonov
Dimitri Sogoloff
Alexandra Investment Management, Ltd.
(formerly named Hermes Capital Management, Ltd.)
237 Park Avenue
New York, New York 10017
(212) 808-3780
- ---------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
March 6, 7, and 18, 1997
- ---------------------------------------------------------------------
(Dates of Events which Require 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/A,
and is filing this schedule because of Rule 13d-1(b)(3) or (4), check
the following box [].
SCHEDULE 13D/A
CUSIP No. 020825105 Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alexandra Investment Management, Ltd.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(A) [] (B)[]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF,OO
5 CHECK BOX IF DISCLOSURE IF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) []
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER 7 SOLE VOTING POWER
OF
SHARES 794,591 shares**
BENEFICI 8 SHARED VOTING POWER
ALLY
OWNED
BY EACH 9 SOLE DISPOSITIVE POWER
REPORT-
ING 794,591 shares**
PERSON 10 SHARED DISPOSITIVE POWER
WITH
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
794,591 shares**
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* []
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.57%
14 TYPE OF REPORTING PERSON*
IA,CO
** Shares reported herein are also beneficially owned by
other reporting persons. See Item 5.
SCHEDULE 13D/A
CUSIP No. 020825105 Page 3 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Dimitri Sogoloff
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(A) [] (B)[]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF,OO
5 CHECK BOX IF DISCLOSURE IF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) []
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER 7 SOLE VOTING POWER
OF
SHARES -0-
BENEFICI 8 SHARED VOTING POWER
ALLY
OWNED 794,591 shares**
BY EACH 9 SOLE DISPOSITIVE POWER
REPORT-
ING -0-
PERSON 10 SHARED DISPOSITIVE POWER
WITH 794,591 shares**
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
794,591 shares**
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* []
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.57%
14 TYPE OF REPORTING PERSON*
IN
** Shares reported herein are also beneficially owned by
other reporting persons. See Item 5.
SCHEDULE 13D/A
CUSIP No. 020825105 Page 4 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mikhail A. Filimonov
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(A) [] (B)[]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF,OO
5 CHECK BOX IF DISCLOSURE IF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) []
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER 7 SOLE VOTING POWER
OF
SHARES -0-
BENEFICI 8 SHARED VOTING POWER
ALLY
OWNED 794,591 shares**
BY EACH 9 SOLE DISPOSITIVE POWER
REPORT-
ING -0-
PERSON 10 SHARED DISPOSITIVE POWER
WITH 794,591 shares**
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
794,591 shares**
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* []
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.57%
14 TYPE OF REPORTING PERSON*
IN
** Shares reported herein are also beneficially owned by
other reporting persons. See Item 5.
This Amendment No. 8 amends and supplements the Schedule 13D (the
"Schedule 13D") relating to the shares of Common Stock, $.10 par value
per share (the "Common Stock"), of The Alpine Group, Inc., a Delaware
corporation (the "Company"), previously filed by Alexandra Investment
Management, Ltd. (formerly named Hermes Capital Management, Ltd.) (the
Advisor") and certain related persons. Capitalized terms used and
not defined herein have the meaning set forth in the Schedule 13D.
* * *
Item 3 is hereby amended to add the following information:
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The funds required for the purchases of shares were obtained from
cash in the account managed by the Advisor.
Item 4 is hereby amended to add the following information:
ITEM 4. PURPOSE OF TRANSACTION
The purchases and sales of shares of Common Stock described in
Item 5 hereof were effected as investment management decisions.
Subject to the terms of the Exchange Agreement, the Adviser, the
Partnership, and the Other Reporting Persons may acquire additional
shares of Common Stock from time to time, in open market purchases,
negotiated transactions or otherwise, and may sell any or all of their
shares of Common Stock at any time.
Other than as set forth above, the Reporting Persons do not have
any plans or proposals which relate to or would result in any of the
matters set forth in paragraphs (a) through (j) of Item 4 of
Schedule 13D.
Item 5 is hereby amended to add the following information:
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of the date hereof, a managed account of the Adviser
directly beneficially owned 794,591 shares of Common Stock, comprising
approximately 4.57% of the approximately 17,397,654 shares of Common
Stock outstanding, (as reported in the Company's Quarterly Report on
Form 10-Q to be outstanding as of March 14, 1997). In its capacity as
investment adviser to the managed account, such shares may also be
deemed to be owned beneficially by the Adviser and, in their capacity
as executive officers of the Adviser, also by Messrs. Sogoloff and
Filimonov.
(b) The Advisor, in its capacity as investment adviser to the
managed account, may be deemed to have the power to vote or to dispose
of the 794,591 shares of Common Sock owned by the managed account. In
their capacity as executive officers of the Adviser, Messrs. Filimonov
and Sogoloff may be deemed to have the shared power to direct the
vote and disposition of such shares within the meaning of Rule 13d-3
under the Exchange Act.
(c) The following transactions were effected since January 14,
1997 in broker transactions:
<TABLE>
<CAPTION>
Date Purchase (P) or Number of Shares Price Per Share
Sale (S)
<S> <C> <C> <C>
1/14/97 P 28,000 $8.3705
1/15/97 P 15,000 8.375
1/17/97 P 5,500 8.75
1/31/97 P 20,000 8.25
2/6/97 P 2,300 8.375
2/7/97 P 38,000 8.4408
2/19/97 P 100 8.25
2/25/97 P 15,600 8.50
2/25/97 S 51,000 8.625
3/5/97 S 173,000 8.5759
3/6/97 S 102,500 8.50
3/7/97 S 373,500 8.5783
3/10/97 S 14,600 8.75
3/11/97 S 35,000 8.625
3/11/97 S 27,500 8.75
3/12/97 P 10,000 8.625
3/12/97 P 10,000 8.75
3/13/97 P 40,000 8.625
3/13/97 P 40,000 8.75
3/14/97 P 2,000 8.75
3/14/97 S 150,000 8.75
3/14/97 P 6,500 8.625
3/14/97 P 4,600 8.7228
3/18/97 S 80,000 9.3281
</TABLE>
SIGNATURES
----------
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.
March 19, 1997
ALEXANDRA INVESTMENT MANAGEMENT, LTD.
By: /s/Mikhail A. Filimonov
------------------------------------------
Chairman and Chief Executive Officer
/s/Dimitri Sogoloff
---------------------------------------------
DIMITRI SOGOLOFF
/s/Mikhail A. Filimonov
---------------------------------------------
MIKHAIL A. FILIMONOV
