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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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240.13d-102
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO (S)240.13D-1(b),
(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO (S)240.13D-2
(Amendment No. 3)*
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Lexford, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
528933104
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(CUSIP Number)
September 30, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[_] Rule 13d-1(c)
[_] Rule 13d-1(d)
*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).
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CUSIP NO. 528933104 13G
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BankAmerica Corporation
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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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CITIZENSHIP OR PLACE OF ORGANIZATION
4 Delaware
- -------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF -0-
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
-0-
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING -0-
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
-0-
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
-0-
- -------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10 [_]
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11 0%
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TYPE OF REPORTING PERSON*
12 HC
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP NO. 528933104 13G
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bank of America National Trust & Savings Association
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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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CITIZENSHIP OR PLACE OF ORGANIZATION
4
United States
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SOLE VOTING POWER
5
NUMBER OF -0-
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
-0-
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING -0-
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
-0-
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9 -0-
- -------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11 0%
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TYPE OF REPORTING PERSON*
12 BK
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*SEE INSTRUCTION BEFORE FILLING OUT!
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Item 1 (a) Name of Issuer: Lexford, Inc.
(b) Address of Issuer's The Huntington Center
Principal Executive 41 South High Street
Offices: Suite 2410
Columbus, OH 43215
Item 2 (a) Names of Person Filing: See Annex I for definitions
BAC
BANTSA
(b) Address of Principal See Annex I
Business Offices:
(c) Citizenship: See Annex I
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 528933104
Item 3 If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b)
or (c), check whether the person filing is a:
(a) [_] Broker or Dealer registered under Section 15 of the Act
(15 U.S.C. 78o)
(b) [X] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c)
(c) [_] Insurance Company as defined in Section 3(a)(19) of the
Act (15 U.S.C. 78c)
(d) [_] Investment Company registered under Section 8 of the
Investment Company Act (15 U.S.C. 80a-8)
(e) [_] An investment adviser in accordance with (S)240.13d-
1(b)(1)(ii)(E)
(f) [_] An employee benefit plan or endowment fund in accordance
with (S)240.13d-1(b)(1)(ii)(F)
(g) [X] A parent holding company or control person in accordance
with (S)240.13d-1(b)(ii)(G)
(h) [_] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813)
(i) [_] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3)
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(j) [_] Group, in accordance with (S)240.13d-1(b)(1)(ii)(J)
If this statement is filed pursuant to (S)240.13d-1(c), check this box. [_]
Item 4 *Ownership
(a) Amount Beneficially Owned:
BAC 0
BANTSA 0
(b) Percent of Class:
BAC 0%
BANTSA 0%
(c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote:
BAC 0
BANTSA 0
(ii) shared power to vote or to direct
the vote:
BAC 0
BANTSA 0
(iii) sole power to dispose or to direct the
disposition of:
BAC 0
BANTSA 0
________
* By virtue of the corporate relationships between Reporting Persons as
described in Item 7, BAC (the parent company) may be deemed to possess
indirect beneficial ownership of shares beneficially owned directly by its
subsidiaries. Similarly, higher tier BAC subsidiaries may be deemed to
possess indirect beneficial ownership of shares beneficially owned directly
by lower tier BAC subsidiaries. The power to vote and to dispose of shares
may be deemed to be shared between entities due to their corporate
relationships.
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(iv) shared power to dispose or to direct
the disposition of:
BAC 0
BANTSA 0
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.
Not Applicable.
Item 7 Identification and Classification of the Subsidiaries Which
Acquired the Security Being Reported on by the Parent Holding
Company.
See Annex I.
Item 8 Identification and Classification of Members of the Group.
Not Applicable.
Item 9 Notice of Dissolution of Group.
Not Applicable.
Item 10 Certification.
[X] By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course of business and were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
(13d-1(b)).
[_] By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
(13d-1(c)).
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SIGNATURE
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After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: October 9, 1998
BANKAMERICA CORPORATION*
BANK OF AMERICA, NATIONAL TRUST AND SAVINGS ASSOCIATION*
*By: /s/ VENRICE R. PALMER
Venrice R. Palmer
Senior Counsel of
Bank of America National Trust and Savings Association
and Authorized Attorney-in-Fact (signing resolutions and powers of attorney
are incorporated by reference to Schedule 13G Amendment #2 relating to
Anaren Microwave, Inc. in addition to delegation of authority in Exhibit B)
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EXHIBIT A
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JOINT FILING AGREEMENT
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The undersigned hereby agree that they are filing this statement jointly
pursuant to Rule 13d-1(f)(1). Each of them is responsible for the timely filing
of such Schedule 13G and any amendments thereto, and for the completeness and
accuracy of the information concerning such person contained therein; but none
of them is responsible for the completeness or accuracy of the information
concerning the other persons making the filing, unless such person knows or has
reason to believe that such information is inaccurate.
Date: October 9, 1998
BANKAMERICA CORPORATION*
BANK OF AMERICA, NATIONAL TRUST AND SAVINGS ASSOCIATION*
*By: /s/ VENRICE R. PALMER
Venrice R. Palmer
Senior Counsel of
Bank of America National Trust and Savings Association and Authorized
Attorney-in-Fact (signing resolutions and powers of attorney are
incorporated by reference to Schedule 13G Amendment #2 relating to Anaren
Microwave, Inc. in addition to delegation of authority in Exhibit B)
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Exhibit B
BankAmerica Corporation
Delegation of Authority
The undersigned delegates to any attorney in the Legal Department of
Bank of America the authority to sign registrations, reports, certificates,
applications and other writings on behalf of BankAmerica Corporation, and any of
its subsidiaries for which I am authorized to delegate such authority, for
submission to or filing with any federal, state, local or foreign regulatory
authorities, and any amendments, withdrawals, or terminations thereof, as are
deemed desirable by such attorney in connection with the Corporation's
activities or affairs.
October 7, 1998 /s/GERALD P. HURST
Gerald P. Hurst
Associate General Counsel
BankAmerica Corporation
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Annex I
This Annex identifies certain entities which may be filing parties of
the attached Schedule.
The principal office and principal place of business of the following
entities is 555 California Street, Suite 2600, San Francisco, CA 94104:
I. (a) BankAmerica Corporation ("BAC") is a Delaware corporation. It
wholly owns BANTSA.
(b) registered bank holding company
II. (a) Bank of America National Trust and Savings Association
("BANTSA") is a national banking association organized under the
laws of the United States. It wholly owns SECPAC Equipment
Leasing.
(b) national bank
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