SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
Amendment No. 1 *
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DTM Corporation
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(Name of Issuer)
Common Stock, $.0002 par value
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(Title of Class of Securities)
23333L 103
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(CUSIP Number)
Nicholas J. Calise, Vice President and Secretary
4020 Kinross Lakes Parkway, Richfield, OH 44286-9368
(330) 659-7600
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 12, 1999
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(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement of Schedule 13G to report
the acquisition which is the subject of the Schedule 13D, and is filing this
schedule because of Rule 13d-1(e),13d-1(f) or 13d-1(g), check the following box
[ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedules, including all exhibits. See Rule 13d-7(b) 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 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).
(Continued on following page(s))
<PAGE>
CUSIP No. 23333L 103 SCHEDULE 13D/A
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
The B.F.Goodrich Company ("BFG")
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
N/A
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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NUMBER OF 7 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY --------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING --------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH -0-
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10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
N/A
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 23333L 103 SCHEDULE 13D/A
Item 1. Security and Issuer
This Schedule 13D relates to the Common Stock, par value $.0002 per share
("Common Stock"), of DTM Corporation, a Texas corporation (the "Issuer"). The
principal executive offices of the Issuer are located at 1611 Headway Circle,
Building 2, Austin, Texas 78754.
Item 2. Identity and Background
This Statement is being filed on behalf of The B.F.Goodrich Company, a New
York corporation, having its principal office located at 4020 Kinross Lakes
Parkway, Richfield, Ohio 44286-9368.
BFG is a company engaged in the sales of products and provision of services
in the specialty chemicals and aerospace industries.
During the last five years, BFG has not been (a) convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) or (b) a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding 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.
BFG is incorporated in the State of New York.
Item 3. Source and Amount of Funds or Other Consideration
N/A
Item 4. Purpose of Transaction
On January 2, 1999, BFG entered into a Stock Purchase Agreement (the
"Agreement") with Proactive Finance Group, LLC which provides, among other
things and upon the terms and conditions set forth therein, that BFG would sell,
and Proactive would purchase, all of BFG's right, title and interest in and to
(a) 3,157,190 shares of the issued and outstanding Common Stock of the Issuer
(the "Shares") and (b) approximately $907,000 owed by the Issuer to BFG (the
"Debt"). The stock sale was consummated on February 12, 1999 with the purchaser
being DTM Acquisition Company, L.P., the assignee of Proactive Finance Group,
LLC.
Item 5. Interest in Securities of the Issuer
BFG no longer has an interest in securities of the Issuer. BFG sold its
entire ownership position in the Issuer's Common Stock to DTM Acquisition
Company, L.P., assignee of Proactive Finance Group, LLC, under the previously
reported Stock Purchase Agreement, upon terms disclosed in such agreement. The
date of the transaction which closed in Austin, Texas was February 12, 1999.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
BFG had provided a guaranty of the obligations of the Issuer under its
credit line with its principal bank. Approval in writing by BFG was required for
the guaranty to apply to any advance. According to information received from the
Issuer, the outstanding balance of the credit line as of February 12, 1999 was
zero. BFG has informed the bank that it will not approve any further advances
under its guaranty.
<PAGE>
CUSIP NO. 23333L 103 SCHEDULE 13D/A
Item 7. Exhibit Index
EXHIBIT NO. DESCRIPTION
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None
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.
Date: February 18, 1999
The B.F.Goodrich Company
a New York corporation
By: /s/Scott E. Kuechle
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Scott E. Kuechle
Vice President and Treasurer
