February 10, 1995
BY FEDERAL EXPRESS AND EDGAR (WHERE ELIGIBLE)
Securities and Exchange Commission
Washington, D.C. 20549
Gentlemen:
Enclosed on behalf of MacKay-Shields Financial Corporation are six copies of
Schedule 13G
setting forth information with respect to each of the below listed not Edgar
securities. As to the
below listed Edgar securities, we have filed electronically.
1. Initial Filing Pursuant to Rule 13d-1(b)(1)
Burlington Industries, Inc.
Caldor Inc.
Chicago & Northwestern Transportation Corporation
Energy Service Company, Inc. (Not Edgar)
John H. Harland Company
IMC Global Inc. (Not Edgar)
Instrument Systems Company (Not Edgar)
MacFrugals Bargains Close-outs Inc. (Not Edgar)
Parker & Parsley (Not Edgar)
Petrolane Inc. (Not Edgar)
Rayonier Inc.
Showboat Inc. (Not Edgar)
2. Amended Filing Pursuant to Rule 13d-2(b)
Arkansas Best Corporation
Bradlees Inc.
UDC Homes Inc.
US Home Corporation
Securities and Exchange Commission
February 10, 1995
Page 2
With respect to the initial filings, enclosed is a check for $1,200 in payment
of the required fee
of $100 for each of the securities listed.
Would you please acknowledge receipt of the enclosed documents by stamping and
returning
a copy of this letter in the enclosed stamped, self addressed envelope.
Very truly yours,
MacKay-Shields Financial Corporation
By
General Counsel
cc: J. Creegan
Enclosures
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No._2_)*
Arkansas Best Corporation
(Name of issuer)
Common Stock
(Title of Class of Securities)
04079010
(CUSIP Number)
Check the following box if a fee is being paid with this statement 0. (A fee
is not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __04079010 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES Not Applicable
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,051,685 (See Item 4a on page 4)
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Not Applicable
PERSON 8 SHARED DISPOSITIVE POWER
WITH 2,051,685
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,051,685
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.5% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
Arkansas Best Corporation
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
1000 S. 21st Street
Fort Smith, AR 72901
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
04079010
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section
240.13d-l(b)(ii)(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
Aggregate 2,051,685 consisting of (i) 1,892,700 shares of common
stock and (ii) 158,985 shares of common stock which may be acquired
conversion of preferred stock A.
(b) Percent of Class:
10.5%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable
(ii) shared power to vote or to direct the vote
2,051,685
(iii) sole power to dispose or to direct the disposition of
Not Applicable
(iv) shared power to dispose or to direct the disposition of
2,051,685
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting person
has ceased to be the beneficial owner of more than five percent of the class of
securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be
included in response to this item and, if such interest relates to more than
five percent of the class,
such person should be identified. A listing of the shareholders of an
investment company registered
under the Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension
fund or endowment fund is not required.
Clients of the filing investment manager have the right to receive and the
ultimate power
to direct the receipt of dividends from, or the proceeds of the sale of, such
securities. No
interest of any such clients relates to more than 5% of the class.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating the
identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the dissolution
and that all further filings with respect to transactions in the security
reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred
to above were acquired in the ordinary course of business and were not acquired
for the purpose of
and do not have the effect of changing or influencing the control of the issuer
of such securities and
were not acquired in connection with or as a participant in any transaction
having such purpose or
effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Page
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No._1_)*
Bradlees Inc.
(Name of issuer)
Common Stock
(Title of Class of Securities)
10449910
(CUSIP Number)
Check the following box if a fee is being paid with this statement 0. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __10449910 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES Not Applicable
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 802,500 (See Item 4a on page 4)
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Not Applicable
PERSON 8 SHARED DISPOSITIVE POWER
WITH 802,500
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
802,500
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.1% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
Bradlees Inc.
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
1 Bradlees Circle
Braintree, MA 02184
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
10449910
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)
(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
802,500.
(b) Percent of Class:
7.1%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable
(ii) shared power to vote or to direct the vote
802,500
(iii) sole power to dispose or to direct the disposition of
Not Applicable
(iv) shared power to dispose or to direct the disposition of
802,500
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five
percent of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
No interest of any such clients relates to more than 5% of the class.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No._2_)*
UDC Homes, Inc.
(Name of issuer)
Prime Preferred Exchangeable Stock
(Title of Class of Securities)
902646405
(CUSIP Number)
Check the following box if a fee is being paid with this statement 0. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _7__ Pages
CUSIP No. __902646405 ________ 13G Page __2__ of __7__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)1
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 444,155
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 0
PERSON 8 SHARED DISPOSITIVE POWER
WITH 444,155
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
444,155
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT
CUSIP No. __902646405 ________ 13G Page __3__ of __7__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MainStay High Yield Corporate Bond Fund 13-3341415
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)1
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 391,274
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 0
PERSON 8 SHARED DISPOSITIVE POWER
WITH 391,274
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
391,274
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.0% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IV
*SEE INSTRUCTION BEFORE FILLING OUT
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
UDC Homes, Inc.
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
4812 South Mill Avenue
Tempe, AZ 85282
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation ("MSFC")
MainStay High Yield Corporate Bond Fund ("MHYCBF")
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Prime Preferred Exchangeable Stock
ITEM 2 (e) CUSIP Number:
902646405
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [ ] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page 4_ of _7_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)
(G)
(Note: See Item 7)
(h) [ X ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
444,155 shares of Prime Preferred Exchangeable Stock. (No UDC
Homes, Inc. Common stock is owned).
(b) Percent of Class:
5.6%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
(ii) shared power to vote or to direct the vote
444,155
(iii) sole power to dispose or to direct the disposition of
0
(iv) shared power to dispose or to direct the disposition of
444,155
Page _5_ of _7_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five percent
of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
The MainStay High Yield Corporate Bond Fund holds 5%. (The MainStay
Convertible
Fund, a separate series of The MainStay Funds, holds .2%.).
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
MSFC: Investment Adviser registered under Section 203 of the Investment
Advisers Act
of 1940.
MHYCBF: Investment Company registered under Section 8 of the
Investment Company Act of 1940.
By signing this Schedule 13G each entity agrees to file Schedule 13G as a
group
although they may not in fact constitute a group pursuant to Section 13(d)(3)
of the Securities
Exchange Act. Each of MSFC and MHYCBF disclaims that it has agreed to act with
the other with
respect to the shares reflected herein
Page __6_ of _7__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
MACKAY-SHIELDS FINANCIAL CORPORATION
Signature:
Name/Title: Jeffry B. Platt, General Counsel
MAINSTAY HIGH YIELD CORPORATE BOND FUND
Signature:
Name/Title:
Page _7__ of _7__ Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No._1_)*
US Home Corporation
(Name of issuer)
Common Stock
(Title of Class of Securities)
91192010
(CUSIP Number)
Check the following box if a fee is being paid with this statement 0. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __91192010 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES Not Applicable
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 1,221,388 (See Item 4a on page 4)
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Not Applicable
PERSON 8 SHARED DISPOSITIVE POWER
WITH 1,221,388
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,221,388
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.9% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
US Home Corporation
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
1800 West Loop South
Houston, TX 77027
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
91192010
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)
(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
Aggregate 1,221,388 consisting of (i) 836,500 shares of common stock, (ii)
100,000
shares of common stock which may be acquired upon conversion of preferred stock
and (iii)
284,888 shares of common stock which may be acquired upon conversion of
convertible
bonds.
(b) Percent of Class:
10.9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable
(ii) shared power to vote or to direct the vote
1,221,388
(iii) sole power to dispose or to direct the disposition of
Not Applicable
(iv) shared power to dispose or to direct the disposition of
1,221,388
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five percent
of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
No interest of any such clients relates to more than 5% of the class.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. _)*
Burlington Industries, Inc.
(Name of issuer)
Common Stock
(Title of Class of Securities)
12169310
(CUSIP Number)
Check the following box if a fee is being paid with this statement 1. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __12169310 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES Not Applicable
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 3,855,850 (See Item 4a on page 4)
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Not Applicable
PERSON 8 SHARED DISPOSITIVE POWER
WITH 3,855,850
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,855,850
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.9% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
Burlington Industries, Inc.
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
3330 West Friendly Avenue
Greensboro, NC 27410
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
12169310
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)
(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
3,855,850.
(b) Percent of Class:
5.9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable
(ii) shared power to vote or to direct the vote
3,855,850
(iii) sole power to dispose or to direct the disposition of
Not Applicable
(iv) shared power to dispose or to direct the disposition of
3,855,850
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five percent
of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
No interest of any such clients relates to more than 5% of the class.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. _)*
Caldor Inc.
(Name of issuer)
Common Stock
(Title of Class of Securities)
12878710
(CUSIP Number)
Check the following box if a fee is being paid with this statement 1. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __12878710 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES Not Applicable
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 1,121,100 (See Item 4a on page 4)
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Not Applicable
PERSON 8 SHARED DISPOSITIVE POWER
WITH 1,121,100
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,121,100
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.7% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
Caldor Inc.
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
20 Glover Avenue
Norwalk, CT 06856-5620
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
12878710
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)
(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
1,121,100.
(b) Percent of Class:
6.7%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable
(ii) shared power to vote or to direct the vote
1,121,100
(iii) sole power to dispose or to direct the disposition of
Not Applicable
(iv) shared power to dispose or to direct the disposition of
1,121,100
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five percent
of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
No interest of any such clients relates to more than 5% of the class.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. _)*
Chicago & Northwestern Transportation Co.
(Name of issuer)
Common Stock
(Title of Class of Securities)
16715510
(CUSIP Number)
Check the following box if a fee is being paid with this statement 1. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __16715510 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES Not Applicable
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,497,550 (See Item 4a on page 4)
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Not Applicable
PERSON 8 SHARED DISPOSITIVE POWER
WITH 2,497,550
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,497,550
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.5% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
Chicago & Northwestern Transportation Co.
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
165 North Canal Street
Chicago, IL 60606
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
16715510
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)
(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
2,497,550.
(b) Percent of Class:
5.5%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable
(ii) shared power to vote or to direct the vote
2,497,550
(iii) sole power to dispose or to direct the disposition of
Not Applicable
(iv) shared power to dispose or to direct the disposition of
2,497,550
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five percent
of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
No interest of any such clients relates to more than 5% of the class.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. _)*
John H. Harland Company
(Name of issuer)
Common Stock
(Title of Class of Securities)
41269310
(CUSIP Number)
Check the following box if a fee is being paid with this statement 1. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __41269310 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation ("MSFC") 13-2631681; MSFC is also
filing
on behalf of its parent, New York Life Insurance Company ("NYLIC")
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
Not Applicable as to MSFC
SHARES Applicable as to NYLIC 516
BENEFICIALLY 6 SHARED VOTING POWER
1,952,900 as to MSFC (See Item 4a on page 4)
OWNED BY 0 as to NYLIC
EACH 7 SOLE DISPOSITIVE POWER
Not Applicable as to MSFC
REPORTING Applicable as to NYLIC 516
PERSON 8 SHARED DISPOSITIVE POWER
1,952,900 as to MSFC
WITH 0 as to NYLIC
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Applicable as to MSFC 1,952,900
1,953,416 Applicable as to NYLIC 516
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.4% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
NYLIC is an IC
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
John H. Harland Company
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
2939 Miller Road
Decatur, GA 30035
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
41269310
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii
)(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
Aggregate 1,953,416 consisting of (i) 1,952,900 shares of common
stock re MSFC and (ii) 516 shares of common stock re NYLIC.
(b) Percent of Class:
6.4%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable as to MSFC
Applicable as to NYLIC 516
(ii) shared power to vote or to direct the vote
1,952,900 as to MSFC (See Item 4a of this page),
0 as to NYLIC
(iii) sole power to dispose or to direct the disposition of
Not Applicable as to MSFC
Applicable as to NYLIC 516
(iv) shared power to dispose or to direct the disposition of
1,952,900 as to MSFC
0 as to NYLIC
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ X ].
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five percent
of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
No interest of any such clients relates to more than 5% of the class. NYLIC
has the power to
direct dividends or proceeds for its securities.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. _)*
Rayonier, Inc.
(Name of issuer)
Common Stock
(Title of Class of Securities)
75490710
(CUSIP Number)
Check the following box if a fee is being paid with this statement 1. (A fee is
not required only if
the filing 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.)
*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 in 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 1 of _6__ Pages
CUSIP No. __75490710 ________ 13G Page __2__ of __6__ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MacKay-Shields Financial Corporation 13-2631681
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)0
(b)0
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware (United States)
NUMBER OF 5 SOLE VOTING POWER
SHARES Not Applicable
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 1,773,144 (See Item 4a on page 4)
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Not Applicable
PERSON 8 SHARED DISPOSITIVE POWER
WITH 1,773,144
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,773,144
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.0% (See Item 4a on page 4)
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
ITEM 1 (a) Name of Issuer:
Rayonier, Inc.
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
1177 Summer Street
Stamford, CT 06905-5529
ITEM 2 (a) Name of Person Filing:
MacKay-Shields Financial Corporation
ITEM 2 (b) Address of Principal Business Office:
9 West 57th Street
New York, NY 10019
ITEM 2 (c) Citizenship:
United States
ITEM 2 (d) Title of Class of Securities:
Common Stock
ITEM 2 (e) CUSIP Number:
75490710
ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [X] Investment adviser registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1
(b)(1)(ii)(F)
Page _3_ of _6_ Pages
SCHEDULE 13G cont.
(g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)
(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H)
ITEM 4. Ownership.
If the percent of the class owned, as of December 31 of the year covered by
the statement, or
as of the last day of any month described in Rule 13d-l(b)(2), if applicable,
exceeds five percent, provide the
following information as of that date and identify those shares which there is
a right to acquire.
(a) Amount Beneficially Owned:
1,773,144.
(b) Percent of Class:
6.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
Not Applicable
(ii) shared power to vote or to direct the vote
1,773,144
(iii) sole power to dispose or to direct the disposition of
Not Applicable
(iv) shared power to dispose or to direct the disposition of
1,773,144
Page _4_ of _6_ Pages
SCHEDULE 13G cont.
ITEM 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting
person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the
following [ ].
Not Applicable
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of
dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in
response to this item and, if such interest relates to more than five percent
of the class, such person should
be identified. A listing of the shareholders of an investment company
registered under the Investment
Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is
not required.
Clients of the filing investment manager have the right to receive and the
ultimate
power to direct the receipt of dividends from, or the proceeds of the sale of,
such securities.
No interest of any such clients relates to more than 5% of the class.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the
Security
Being Reported on By the Parent Holding Company.
If a parent holding company has filed this Form, so indicate under Item 3 (g)
and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary, and, if applicable, a
separate exhibit furnishing the information called for by Rule 13d-l(b)(1)(ii)
(G) with respect to non-
qualified subsidiaries.
Not Applicable
ITEM 8. Identification and Classification of Members of the Group.
If a group has filed this Schedule, so indicate under Item 3(h) and attach an
exhibit stating
the identity and Item 3 classification of each member of the group.
Not Applicable
Page __5_ of _6__ Pages
SCHEDULE 13G cont.
ITEM 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Not Applicable
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not
acquired for the purpose
of and do not have the effect of changing or influencing the control of the
issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: February 10, 1995
Signature:
Name/Title: Jeffry B. Platt, General Counsel
Page _6__ of _6__ Pages
