SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Ropak Corporation
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
376670101
(CUSIP Number)
Daniel R. Tisch
Mentor Partners, L.P.
500 Park Avenue
New York, New York 10022
(212) 935-7640
(Name, address and telephone number of person
authorized to receive notices and communications)
May 3, 1995
(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 Schedule 13D, and is filing this schedule because of
Rule 13d-1(b)(3) or (4), check the following box / /.
Check the following box if a fee is being paid with the
statement /X/. (A fee is not required only if the report-
ing 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.)
(Page 1 of 6 Pages)<PAGE>
CUSIP No. 376670101 13D Page 2 of 6 Pages
(1) Names of Reporting Persons
S.S. or I.R.S. Identification Nos. of Above Persons
Mentor Partners, L.P. 06-126-0469
(2) Check the Appropriate Row if a Member of a Group
(a)
(b) X
(3) SEC Use Only
(4) Sources of Funds
WC
(5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Item 2(d) or 2(e)
(6) Citizenship or Place of Organization
Delaware
(7) Sole Voting Power
None
Number of
Shares
Beneficially (8) Shared Voting Power
Owned by
Each (9) Sole Dispositive Power
Reporting None
Person With
(10) Shared Dispositive Power
(11) Aggregate Amount Beneficially Owned by Each Reporting
Person
None
(12) Check if the Aggregate Amount in Row (11) Excludes
Certain Shares
(13) Percent of Class Represented by Amount in Row (11)
0.0%
(14) Type of Reporting Person
PN<PAGE>
This Amendment No. 1 amends the Schedule 13D dated
March 6, 1995 (the "Schedule 13D") filed by Mentor Partners,
L.P., a Delaware limited partnership (the "Partnership"),
relating to its beneficial ownership of Common Stock, par
value $0.01 per share (the "Shares"), of Ropak Corporation, a
Delaware corporation (the "Company"). All capitalized terms
not otherwise defined herein shall have the meanings ascribed
thereto in the Schedule 13D.
1. The information set forth under Item 2 in the
Schedule 13D is hereby amended and supplemented by adding the
following thereto:
The address of the principal business offices
of the Partnership and each of the Control Persons is
500 Park Avenue, New York, New York 10022.
2. The information set forth under Item 3 in the
Schedule 13D is hereby amended and supplemented by adding the
following thereto:
The $437,225.00 used by the Partnership to
purchase in the aggregate 40,000 Shares pursuant to the
transactions set forth in paragraph 5 below ("Acqui-
sitions of Shares by the Partnership Since the Most Re-
cent Filing on Schedule 13D") came from the
Partnership's working capital. All of the Shares
acquired by the Partnership as set forth in paragraph 5
below were purchased in the ordinary course of the
Partnership's business.
(Page 3 of 6 Pages)<PAGE>
3. The information set forth in Item 5(a) of the
Schedule 13D is hereby amended and supplemented by adding the
following thereto:
As of the close of business on May 2, 1995,
the Partnership beneficially owned an aggregate of
277,100 Shares (which was approximately 6.3% of the
Shares outstanding on March 1, 1995 based on information
contained in the Company's Annual Report on Form 10-K
for the year ended December 31, 1994 that was dated
March 8, 1995 and filed with the Securities and Exchange
Commission (the "Commission")).
According to the Amendment No. 1 to the Tender
Offer Statement on Schedule 14D-1 filed with the
Commission by Linpac Moulding Ltd. ("Linpac"), on May 3,
1995, the Shares held by the Partnership were accepted
for purchase by Linpac at a price of $11.00 in cash per
Share pursuant to an offer by Linpac to purchase all
outstanding Shares that it did not already own (the
"Offer").
4. The information set forth in Item 5(c) of the
Schedule 13D is hereby amended and supplemented by adding the
following thereto:
Except in accordance with the Offer as
described in paragraph 3 above or as set forth on
Schedule A, no transactions in the Shares have been
effected since the most recent filing on Schedule 13D by
(Page 4 of 6 Pages)<PAGE>
the Partnership, or to the best knowledge of the
Partnership or any of the Control Persons, by any of the
Control Persons.
5. Schedule A of the Schedule 13D is hereby
amended and supplemented by adding thereto the following in-
formation:
Acquisitions of Shares by the Partnership
Since the Most Recent Filing on Schedule 13D
Date of Amount of Price Per
Transaction Shares Aggregate Price Share
March 15, 1995 15,000 $ 162,787.50 $ 10.853
March 21, 1995 25,000 274,437.50 10.978
All Shares were purchased in transactions on The Nasdaq Na-
tional Market.
6. The Schedule 13D is hereby amended by adding
to Item 5(e) thereof the following:
The Partnership ceased to be the beneficial
owner of the more than five percent of the Shares on May
3, 1995, upon Linpac's acceptance for purchase, pursuant
to the Offer, of all outstanding Shares it did not
already own.
(Page 5 of 6 Pages)<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.
May 16, 1995
(Date)
/s/ Daniel R. Tisch
(Signature)
Daniel R. Tisch
Authorized Signatory
MENTOR PARTNERS, L.P.
(Name/Title)
(Page 6 of 6 Pages)
