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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13E-4/A
ISSUER TENDER OFFER STATEMENT
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
AMENDMENT NO. 1
TRAK AUTO CORPORATION
(Name of Issuer)
TRAK AUTO CORPORATION
(Name of Person(s) Filing Statement)
Common Stock, Par Value $0.01 Per Share
(Title of Class of Securities)
892887100
CUSIP (Number of Class of Securities)
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Robert A. Marmon
Principal Financial Officer
Trak Auto Corporation
3300 75th Avenue
Landover, Maryland 20785
(301) 731-1200
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of the Person(s) Filing Statement)
Copy to:
Michael R. Klein, Esq.
Thomas W. White, Esq.
Wilmer, Cutler & Pickering
2445 M Street, N.W.
Washington, D.C. 20037
(202) 663-6000
December 21, 1994
(Date Tender Offer First Published, Sent or Given to Security Holders)
Calculation of Filing Fee
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Transaction valuation* Amount of filing fee
$26,250,000 $5,250
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* Assumes purchase of 1,500,000 shares at $17.50 per share.
/X/ Check box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the Form
or Schedule and the date of its filing.
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Amount Previously Paid: $5,250 Filing Party: Trak Auto Corporation
Form or Registration No.: Schedule 13E-4 Date Filed: December 21, 1994
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Trak Auto Corporation hereby amends and supplements its Statement on
Schedule 13E-4 (the "Original Schedule 13E-4") filed with the Securities and
Exchange Commission on December 21, 1994 to reflect the extension of the Offer
to Purchase until 5:00 PM on Monday, February 6, 1995.
ITEM 9. MATERIAL TO BE FILED AS EXHIBITS.
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99(a)(9) Form of Press Release dated January 23, 1995.
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After due 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.
TRAK AUTO CORPORATION
By: /s/ Robert A. Marmon
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Title: Principal Financial
Officer
Dated: January 24, 1995
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EXHIBIT INDEX
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EXHIBIT
NO. DESCRIPTION
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99(a)(1)* -- Form of Offer to Purchase dated December 21, 1994.
99(a)(2)* -- Form of Letter of Transmittal.
99(a)(3)* -- Form of Notice of Guaranteed Delivery.
99(a)(4)* -- Form of letter to brokers, dealers, commercial banks, trust companies
and other nominees dated December 21, 1994.
99(a)(5)* -- Form of letter to clients for use by brokers, dealers, commercial banks,
trust companies and other nominees dated December 21, 1994.
99(a)(6)* -- Form of letter to shareholders from the Chairman and Chief Executive
Officer of the Company dated December 21, 1994.
99(a)(7)* -- Form of Press Release dated December 20, 1994.
99(a)(8)* -- Form of Summary Advertisement dated December 21, 1994.
99(a)(9) -- Form of Press Release dated January 23, 1995.
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* Previously filed
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[TRAK AUTO NEWS RELEASE LETTERHEAD]
Contact: Stanley Rubenstein
212-297-6108
TRAK AUTO CORPORATION EXTENDS OFFER
Landover, MD, January 23, 1995 ... Trak Auto Corporation (NASDAQ: TRKA)
today announced that it was extending its offer at $17.50 per share to
purchase shares of its common stock pursuant to a tender offer that commenced
December 21, 1994 until 5:00 p.m. on Monday, February 6, 1995. The terms of
the offer, other than the expiration date, have not been changed.
As of 5:00 p.m., Monday, a total of approximately 246,000 shares had been
validly tendered and not withdrawn in response to the offer.
Wasserstein Perella & Co. is the Dealer Manager and The Bank of New York
is the Depositary for the Offer. D. F. King & Co. serves as the Information
Agent.