<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(AMENDMENT NO. 2)
LYNCH CORPORATION
________________________________________________________________________________
(Name of Issuer)
COMMON STOCK, NO PAR VALUE
________________________________________________________________________________
(Title of Class of Securities)
551137 10 2
_______________________________________________________________
(CUSIP Number)
BARBARA RITZENTHALER, 7A W. JACKSON AVE.,
NAPERVILLE, IL 60540; (630) 357-4222
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
12/31/96
_______________________________________________________________
(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 [_].
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SCHEDULE 13D
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CUSIP NO. 551137 10 2 PAGE 2 OF 5 PAGES
- ------------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BARBARA RITZENTHALER (SS # 343 24 2513 )
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
00
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
United States
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SOLE VOTING POWER
7
NUMBER OF
87,548
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY ---
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
87,548
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
---
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
87,548
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
6.29%
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TYPE OF REPORTING PERSON*
14
IN
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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CUSIP NO. 55137 10 2 SCHEDULE 13D PAGE 3 OF 5 PAGES
This Amendment No. 2 amends the Schedule 13D (Amendment No. 1) filed by
Barbara Ritzenthaler on or about May 29, 1996 to report the subsequent sale in
brokers' transactions of 13,800 shares of Common Stock, no par value, of Lynch
Corporation, previously reported as being beneficially owned by her, and to
report the transfer of 1,000 shares to a private foundation.
ITEM 1. SECURITY AND ISSUER.
This Schedule 13D, as amended, relates to shares of Common Stock, no par
value ("Lynch Common Stock"), of Lynch Corporation ("Lynch"). The principal
executive offices of Lynch are located at 8 Sound Shore Drive, Suite 290,
Greenwich, CT 06830
ITEM 2. IDENTITY AND BACKGROUND.
(a) Name: Barbara Ritzenthaler
(b) Business Address: 7A West Jackson Avenue
Naperville, IL 60540
(c) Present Principal Occupation: Private Investor
(d) Convictions:
During the last five years, Barbara Ritzenthaler has not been
convicted in a criminal proceeding.
(e) Legal Proceedings:
During the last five years, Barbara Ritzenthaler has not been a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction, as a result of which she 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.
(f) Citizenship: United States
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The information set forth in Item 4 is incorporated herein by reference.
ITEM 4. PURPOSE OF TRANSACTION.
Bruce Ritzenthaler purchased Lynch Common Stock and Convertible
Debentures of the Company for cash as previously reported on Schedule 13D and
subsequent amendments thereto filed by him on and after August 1, 1990. By
order entered November 9,
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CUSIP NO. 55137 10 2 SCHEDULE 13D PAGE 4 OF 5 PAGES
1995 in the Circuit Court of the 18th Judicial Circuit, DuPage County, Illinois,
Barbara Ritzenthaler, wife of Bruce Ritzenthaler, was appointed his Guardian.
Bruce Ritzenthaler died intestate on April 4, 1996. Barbara Ritzenthaler is the
administrator of his estate.
Depending on market conditions and other factors that Barbara Ritzenthaler
deems material she may, on behalf of the Estate of Bruce Ritzenthaler or for
herself, purchase additional shares of Lynch Common Stock in the open market or
in private transactions or may dispose of all or a portion of such Lynch Common
Stock that she or the Estate of Bruce Ritzenthaler now owns or hereafter may
acquire.
Except as set forth in this Item 4, Barbara Ritzenthaler has no present
plans or proposals that relate to or that would result in any of the actions
specified in the clauses set forth under Item 4 of Schedule 13D.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate number of shares of Lynch Common Stock which Barbara
Ritzenthaler owns beneficially pursuant to Rule 13d-3 under the Securities
Exchange Act of 1934, as amended, is 87,548, constituting approximately
6.29% of the 1,390,679 shares of Lynch Common Stock reported by Lynch as
being outstanding as of January 2, 1997.
(b) Barbara Ritzenthaler has sole power to vote or direct the vote and to
dispose or to direct the disposition of all shares of Lynch Common Stock
beneficially owned by her or the Estate of Bruce Ritzenthaler.
(c) From May 30, 1996 through October 31, 1996 Barbara Ritzenthaler sold 12,900
shares of Lynch Common Stock in brokers' transactions on the American Stock
Exchange at prices ranging from $91.75 to $67.50 per share. Barbara
Ritzenthaler has sold shares of Lynch Common Stock in brokers' transactions
on the American Stock Exchange since November 1, 1996 as follows:
<TABLE>
<CAPTION>
<S> <C> <C>
Date No. of Price
Shares Net ($)
-------------------------------------------------
November 13, 1996 100 69.53
December 3, 1996 100 65.53
December 5, 1996 100 64.40
December 6, 1996 600 68.42
</TABLE>
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CUSIP NO. 55137 10 2 SCHEDULE 13D PAGE 5 OF 5 PAGES
In addition, on December 31, 1996, Barbara Ritzenthaler transferred ownership of
1,000 shares of Lynch Common Stock to a private foundation. Barbara
Ritzenthaler retains sole power to vote or direct the vote and to dispose or
direct the disposition of these shares.
(d) Not applicable.
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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: January 8, 1997
Barbara Ritzenthaler
--------------------
Barbara Ritzenthaler
