SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 2)
Under the Securities Exchange Act of 1934
GENERAL CINEMA CORPORATION
(Name of Issuer)
Common Stock Par Value $1.00 Per Share
(Title of Class and Securities)
369352109
(CUSIP Number of Class of Securities)
J. Hamilton Crawford, Jr. Gabelli Funds Inc.
One Corporate Center Rye , New York 10580 (914) 921-5067
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 18, 1993
(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 State-
ment because of Rule 13d-1(b)(3) or (4), check the following box:
____
/___/
Check the following box if a fee is being paid with this State-
ment:
____
/ /
________________________________________________________________
CUSIP No. 369352109 13D
_________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
GAMCO Investors, Inc. I.D. No. 13-2951242
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
____
(a) /___/
____
(b) /___/
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS*
OO: Funds of investment advisory clients
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ____
/x___/
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
_________________________________________________________________
: (7) SOLE VOTING POWER
: 2,287,454 (Item 5)
:________________________
: (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING :________________________
PERSON WITH : (9) SOLE DISPOSITIVE
: POWER
: 2,531,954 (Item 5)
:________________________
:(10) SHARED DISPOSITIVE
: POWER
: None
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,531,954 (Item 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* ____
/___/
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
4.65%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON*
IA
_________________________________________________________________
_________________________________________________________________
CUSIP No. 369352109 13D
_________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Gabelli Funds, Inc. I.D. No. 13-3056041
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
____
(a) /___/
____
(b) /___/
_________________________________________________________________
(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) _____
/ x /
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
_________________________________________________________________
: (7) SOLE VOTING POWER
: 880,000 (Item 5)
:________________________
: (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY : None (Item 5)
OWNED BY EACH REPORTING :________________________
PERSON WITH : (9) SOLE DISPOSITIVE
: POWER
: 880,000 (Item 5)
:________________________
:(10) SHARED DISPOSITIVE
: POWER
: None (Item 5)
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
880,000 (Item 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* _____
/ x /
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
1.62%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON*
HC
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1. Security and Issuer
This Amendment No. 2 to Schedule 13D on General Cinema Corp.
(the "Issuer") is being filed on behalf of the undersigned to
amend the Schedule 13D, as amended (the "Schedule 13D") which was
originally filed on July 13, 1990. Unless otherwise indicated,
all capitalized terms used herein but not defined herein shall
have the same meaning as set forth in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
All Reporting Persons used an aggregate of approximate-
ly $3,910,645 to purchase its Securities. GFI used approximately
$3,910,645 respectively, of funds that were provided through the
accounts of certain of their investment advisory clients.
Item 5. Interest In Securities Of The Issuer
(a) The aggregate number and percentage of Securities
to which this Schedule 13D relates is 3,412,954 shares, repre-
senting 6.27% of the 54,409,904 shares outstanding as reported in
the Issuer's Form 10-K dated January 20, 1993. However, the
Reporting Persons' ownership of "Common Shares" (common shares
together with Class B Stock) is 4.47% of the 76,354,343 total
combined common shares* outstanding as reported in the Issuer's
most recently filed Form 10-K dated January 20, 1993.
* 54,409,904 common shares plus 21,944,439 shares Class B
stock.
<PAGE>
The Reporting persons beneficially own those Securities
as follows:
Shares of % of % of all
Class of Class of "Common
Name Common Common Shares"
GAMCO
As Agent 2,531,954 4.65% 3.32%
GFI
As Principal 0 0.00% 0.00%
As Agent 880,000 1.62% 1.15%
Gabelli & Company:
Principal/Trading 0 0.00% 0.00%
Agent 500 0.00% 0.00%
Mario J. Gabelli 500 0.00% 0.00%
Mr. Gabelli is deemed to have beneficial ownership of the
Securities beneficially owned by each of the foregoing persons and
GFI is deemed to have beneficial ownership of the securities owned
beneficially by each of the foregoing persons other than Mr.
Gabelli.
(b) Each of the Reporting Persons and Covered Persons
has the sole power to vote or direct the vote and sole power to
dispose or to direct the disposition of the Securities reported
for it, either for its own benefit or for the benefit of its in-
vestment clients or its partners, as the case may be, except that
GAMCO Investors, Inc. does not have authority to vote 244,500 of
the reported shares, and except that GFI has sole dispositive and
voting power of The Gabelli Asset Fund, The Gabelli Growth Fund,
The Gabelli Convertible Securities Fund , The Gabelli Value Fund
Inc. , The Gabelli Small Cap Growth Fund, and or/ The Gabelli
Equity Income Fund with respect to the 880,000 shares held by one
or of such funds, and except that Gabelli & Company shares with the
clients for whose accounts such Securities were purchased the
voting and dispositive power with respect to the any shares which
may be purchased for such accounts, and except that the power of
Mr. Gabelli and GFI is indirect with respect to Securities benefi-
cially owned directly by other Reporting Persons.
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: November 6, 2000
GABELLI FUNDS, INC.
By:_________________________
J. Hamilton Crawford, Jr.
Senior Vice President
and General Counsel
GAMCO INVESTORS, INC.
By:_________________________
Douglas R. Jamieson
Chief Operating Officer
and Executive Vice President
Schedule I
Information with Respect to Executive
Officers and Directors of the Undersigned
Schedule I to Schedule 13D is amended, in pertinent part,
as follows:
The following sets forth as to each of the executive
officers and directors of the undersigned: his name; his business
address; and his present principal occupation or employment and the
name, principal business and address of any corporation or other
organization in which such employment is conducted. Unless other-
wise specified, the principal employer of each such individual is
Gabelli Funds, Inc., Gabelli & Company, Inc., or GAMCO Investors,
Inc., the business address of each of which is One Corporate
Center, Rye, New York 10580, and each such individual identified
below is a citizen of the United States. To the knowledge of the
undersigned, during the last five years, no such person has been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors), and no such person was a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction as a result of which 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 law or finding any violation with respect to such laws
except as reported in Item 2(d) of this Schedule 13D.
Gabelli Funds, Inc.
Directors:
Mario J. Gabelli
Richard B. Black Chairman of Raster Image
Processing Systems; Chairman
ECRM; On Board of Directors of
Archetype and Oak Technology;
General Partner of KBA Part-
ners, Parker Plaza
400 Kelby Street,
Fort Lee, NJ 07029
Charles C. Baum Secretary & Treasurer
United Iron & Metal Co., Inc.
2545 Wilkens Avenue
Baltimore, MD 21223
Dr. Eamon M. Kelly President
Tulane University
218 Gibson Hall
6823 St. Charles Avenue
New Orleans, LA 70118
Officers:
Mario J. Gabelli Chairman, Chief Executive
Officer and Chief Investment
Officer
J. Hamilton Crawford, Jr. Senior Vice President,
Secretary and General Counsel
Stephen G. Bondi Vice President - Finance
Joseph J. Frazzitta Assistant Secretary
GAMCO Investors, Inc.
Directors:
Mario J. Gabelli
Douglas R. Jamieson
Joseph R. Rindler, Jr.
Regina Pitaro
Joseph J. Frazzitta
William F. Scholz
Officers:
Mario J. Gabelli Chairman and Chief Executive
Officer
Douglas R. Jamieson Chief Operating Officer and
Executive Vice President
Joseph J. Frazzitta Vice President and Chief
Financial Officer
Paul Middlemiss Vice President, Assistant
Secretary and General Counsel
J. Hamilton Crawford, Jr. Secretary
Gabelli Securities, Inc.
Directors:
Charles Baum Secretary and Treasurer
United Iron & Metal Works Co.
2545 Wilkens Avenue
Baltimore, Maryland
Joseph R. Rindler Managing Director
Gabelli & Company, Inc.
One Corporate Center
Rye, NY 10580
David Perlmutter Perlmutter & Associates
200 Park Avenue, Suite 4515
New York, N.Y. 10166
Stephen G. Bondi Acting Chief Operating Officer
and Vice President
Advisors:
Vincent J. Amabile
Robert Blake
Officers:
Stephen G. Bondi Acting Chief Operating Officer
and Vice President
J. Hamilton Crawford, Jr. Senior Vice President
and General Counsel
Joseph J. Frazzitta Vice President and Chief
Financial Officer
Gabelli & Company, Inc.
Directors:
James Webster Chairman
Charles C. Baum Secretary and Treasurer,
United Iron & Metal Works Co.
2545 Wilkens Avenue
Baltimore, Maryland
Joseph J. Frazzitta Vice President and
Chief Financial Officer
Officers:
James Webster Chairman
Anthony J. Morano Vice President - Compliance
Joseph J. Frazzitta Vice President/Finance and
Chief Financial Officer
Stephen G. Bondi Vice President
J. Hamilton Crawford, Jr. Senior Vice President
and General Counsel
GLI, Inc.
Directors:
Mario J. Gabelli
Officers:
Mario J. Gabelli Chairman and Chief Investment
Officer
Stephen G. Bondi Vice President
J. Hamilton Crawford, Jr. Secretary
Gabelli Associates Limited
Directors:
Mario J. Gabelli
Pierson Management (Cayman) P.O. Box 2003, Cayside Galleries
Limited Harbour Drive, George Town,
Grand Cayman, British West Indies
Pierson Nominees (Cayman) P.O. Box 2003, Cayside Galleries
Limited Harbour Drive, George Town,
Grand Cayman, British West Indies
Officers:
Mario J. Gabelli Chief Investment Officer
Kevin Bromley Vice President, Treasurer and
Assistant Secretary
Sandra Wight Secretary and Assistant Treasurer
Gabelli International Limited
Directors:
Mario J. Gabelli 8 Sound Shore Drive
Greenwich, CT 06830
Pierson Management (Cayman) P.O. Box 2003, Cayside Galleries
Limited Harbour Drive, George Town,
Grand Cayman, British West Indies
Officers:
Kevin Bromley Vice President, Pierson, Heldring &
Pierson (Cayman) Limited,
P.O. Box 2003, Cayside Galleries
Harbour Drive, George Town,
Grand Cayman, British West Indies
Sandra Wight Secretary and Assistant Treasurer
Pierson, Heldring & Pierson
(Cayman) Limited,
P.O. Box 2003, Cayside Galleries
Harbour Drive, George Town,
Grand Cayman, British West Indies
Kevin Bromley Treasurer and Assistant Secretary
Lynch Corporation
Directors:
Paul J. Evanson Chief Financial Officer
FPL Group, Inc.
P.O Box 14000
700 Universe Blvd.
Juno Beach, Fl 33408
Bradley J. Bell Vice President & Treasurer
Whirlpool Corp.
Administrative Center
Benton Harbor, MI 49022
Morris Berkowitz Business Consultant
163-43 Willets Point Blvd.
Whitestone, NY 11357
Richard J. Boyle 4205 Chino, East
Wayzata, Minnesota 55391
Mario J. Gabelli Chairman, Chief Executive
Officer and Chief Investment
Officer, The Gabelli Group,
Inc.
Robert C. Kolodny, M.D. Medical Director and Chairman
of the Board of The Behavorial
Medicine Institute
885 Oenoke Ridge Road
New Canaan, CT 06840
Paul Woolard Business Consultant
116 East 68th Street
New York, NY 10021
E. Val Cerutti Director, Gabelli Convertible
Securities Fund.
227 McLain Street
Mount Kisco, NY 10549
Officers:
Mario J. Gabelli Chairman and Chief Executive
Officer
Daniel E. Miller Vice President - Administration,
Secretary and General Counsel
Lynch Corporation
8 Sound Shore Drive
Greenwich, CT 06830
Joseph H. Epel Treasurer
Robert E. Dolan Controller
Carmine Ceraolo Assistant Controller
Safety Railway Service Corporation
Directors:
Paul J. Evanson Chief Financial Officer
FPL Group, Inc.
P.O Box 14000
700 Universe Blvd.
Juno Beach, Fl 33408
William F. Bullis Safety Railway Service Corporation
265 Great Neck Road
Great Neck, NY 11021
Daniel E. Miller Vice President of
Administration, Secretary and
General Counsel
Lynch Corporation
8 Sound Shore Drive
Greenwich, CT 06830
Michael Rosmarin Chairman and President,
Michael Rosmarin and Company
100 Prospect Street
Stamford, CT 06901
Bruce Ritzenthaler President
Barcorp Holding, Inc.
7-A West Jackson Avenue
Naperville, IL 60540
Officers:
Robert E. Dolan Controller
Joseph H. Epel Treasurer and Assistant
Secretary
Daniel E. Miller Secretary
Western New Mexico Telephone Company
Directors:
Jack C. Keen Chairman
Jack W. Keen President
Dr. Brian E. Gordon Vice President
Mary Beth Baxter Secretary & Treasurer
Robert E. Dolan Controller
Lynch Corporation
8 Sound Shore Drive
Greenwich, CT 06830
Joseph H. Epel Assistant Treasurer
Daniel E. Miller Assistant Secretary
Gary Sugarman President
Brighton Communications
Harro East, Suite 310
400 Andrews Street
Rochester, NY 14604
Officers:
Jack C. Keen Chairman of the Board
Jack W. Keen President
Jack L. Bentley Executive Vice President
Dr. Brian E. Gordon Vice President
Charles M. Baxter Sr. Vice President-Operations
Mary Beth Baxter Secretary & Treasurer
Daniel E. Miller Assistant Secretary
Joseph H. Epel Assistant Treasurer
Inter-Community Telephone Company
Directors:
Carmine P. Ceraolo Assistant Controller
Lynch Corporation
8 Sound Shore Drive
Greenwich, CT 06830
Robert E. Dolan Controller
Lynch Corporation
Joseph H. Epel Treasurer
Lynch Corporation
Daniel E. Miller Vice President of
Administration
Secretary and General Counsel
Lynch Corporation
Leone A. Nilsen President
Roger J. Nilsen P.O. Box 146
Hannaford, ND 58448
Duane A. Plecity Secretary
Harry B. Snyder P.O. Box 131
Buffalo, ND 58011
Robert Snyder 200 Broadway South
Buffalo, ND 58011
Gary Sugarman President
Brighton Communications
Harro East, Suite 310
400 Andrews Street
Rochester, NY 14604
Officers:
Leone A. Nilsen President
Duane A. Plecity Secretary
Harry B. Snyder Treasurer
Daniel E. Miller Assistant Secretary
Joseph H. Epel Assistant Treasurer
