UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
AMERISOURCE HEALTH CORPORATION
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
03071P102
(CUSIP Number)
Check the following box if a fee is being paid with this statement. / / (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).
Page 1 of 10 pages
<PAGE>
CUSIP No. 03071P102 13G Page 2 of 10 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Berger Associates, Inc. ID No. 13-2750052
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY -0-
OWNED BY
EACH 6 SHARED VOTING POWER
REPORTING
PERSON 35,000
WITH
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
35,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.20%
12 TYPE OF REPORTING PERSON
IA, CO
<PAGE>
CUSIP No. 03071P102 13G Page 3 of 10 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kansas City Southern IndustrID No. 44-0663509
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY -0-
OWNED BY
EACH 6 SHARED VOTING POWER
REPORTING
PERSON -0-
WITH
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES /X/
Excludes shares beneficially owned by Berger Associates, Inc., a
wholly-owned investment adviser subsidiary, of which beneficial
ownership is disclaimed.
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON
HC, CO
<PAGE>
SCHEDULE 13G Page 4 of 10
CUSIP No. 03071P102 AmeriSource Health Corporation
Item 1.
(a) Name of Issuer: AmeriSource Health Corporation
(b) Address of Issuer's Principal Executive Offices:
300 Chester Field Parkway
Malvern, PA 19355
Item 2.
(a) Name of Person Filing:
(1) Berger Associates, Inc.
(2) Kansas City Southern Industries, Inc.
(b) Address of Principal Business Office:
(1) Berger Associates, Inc.
210 University Boulevard, Suite 900
Denver, Colorado 80206
(2) Kansas City Southern Industries, Inc.
114 West 11th Street
Kansas City, MO 64105
(c) Citizenship:
(1) Berger Associates, Inc.: Delaware
(2) Kansas City Southern Industries, Inc.: Delaware
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 03071P102
<PAGE>
SCHEDULE 13G Page 5 of 10
CUSIP No. 03071P102 AmeriSource Health Corporation
Item 3. If this statement is filed pursuant to Rule 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 19401
(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)
(g) X Parent Holding Company, in accordance with section
---- 240.13d-1(b)(1)(ii)(G) (Note: See Item 7)2
(h) Group, in accordance with section 240.13d-1(b)(1)(ii)(H)
----
Item 4. Ownership
(a) Amount Beneficially Owned:
(1) Berger Associates, Inc.: 35,000*
------
*The filing of this statement shall not be construed as an
admission that Berger Associates, Inc. is, for purposes of
Sections 13(d) or 13(g) of the Securities Exchange Act of
1934, the beneficial owner of any securities covered by this
statement.
Berger Associates, Inc. is a registered investment adviser
which furnishes investment advice to fourteen mutual funds
and institutional clients. The mutual funds, The One Hundred
Fund, Inc.; the Berger One Hundred and
------------------
1 Berger Associates, Inc. is a registered investment adviser.
2 Kansas City Southern Industries, Inc. ("KCSI") is the parent holding
company of Berger Associates, Inc. KCSI owns 100% of Berger
Associates, Inc. and is filing this statement solely as a result of
such stock ownership which may be deemed to give KCSI control over
Berger Associates, Inc.
<PAGE>
SCHEDULE 13G Page 6 of 10
CUSIP No. 03071P102 AmeriSource Health Corporation
One Fund, Inc., dba the Berger Growth and Income Fund, Inc.; five
series of the Berger Investment Portfolio Trust: (1) the Berger Small
Company Growth Fund, (2) the Berger New Generation Fund, (3) the
Berger Balanced Fund, (4) the Berger Select Fund, and (5) the Berger
Mid Cap Growth Fund; the only series of the Berger Omni Investment
Trust, the Berger Small Cap Value Fund; three series of the Berger
Institutional Products Trust: (1) the Berger IPT-100 Fund, (2) the
Berger IPT-Growth and Income Fund, and (3) the Berger IPT-Small
Company Growth Fund; the Berger Capital Growth Portfolio, a series of
American Skandia Trust; the Small Capitalization Growth Investments
Portfolio, a series of the Consulting Group Capital Markets Funds; and
the Small-Cap Value Portfolio, a series of Style Select Series, Inc.
(collectively, the "Funds"), are open-end management investment
companies registered under the Investment Company Act of 1940.
As a result of its role as investment adviser or sub-adviser to the
Funds as well as institutional clients, Berger Associates, Inc. may be
deemed to be the beneficial owner of securities held by such funds or
clients.
(2) Kansas City Southern Industries, Inc.: 0**
-------
**Kansas City Southern Industries, Inc. ("KCSI") does not own of
record any shares of AmeriSource Health Corporation Common Stock, it
has not engaged in any transaction in AmeriSource Health Corporation
Common Stock, and it does not exercise any voting or investment power
over shares of AmeriSource Health Corporation Common Stock. All shares
reported herein have been acquired by Berger Associates, Inc.'s mutual
fund clients and KCSI specifically disclaims beneficial ownership over
any shares of AmeriSource Health Corporation Common Stock.
Accordingly, the filing of this statement shall not be construed as an
admission that KCSI is, for purposes of Sections 13(d) or 13(g) of the
Securities Exchange Act of 1934, the beneficial owner of any
securities covered by this statement.
(b) Percent of Class:
(1) Berger Associates, Inc.: 0.20%*
----
<PAGE>
SCHEDULE 13G Page 7 of 10
CUSIP No. 03071P102 AmeriSource Health Corporation
*The filing of this statement shall not be construed as an
admission that Berger Associates, Inc. is, for purposes of
Sections 13(d) or 13(g) of the Securities Exchange Act of 1934,
the beneficial owner of any securities covered by this statement.
(2) Kansas City Southern Industries, Inc. 0.0%**
---
** See Item 4(a)(2).
(c) Number of shares as to which such person has:
(1) Berger Associates, Inc.:
(i) sole power to vote or to direct the vote
0
---
(ii) shared power to vote or to direct the vote
35,000
------
(iii) sole power to dispose or to direct the disposition of
0
---
(iv) shared power to dispose or to direct the disposition of
35,000
------
(2) Kansas City Southern Industries, Inc.
(i) sole power to vote or to direct the vote
0
---
<PAGE>
SCHEDULE 13G Page 8 of 10
CUSIP No. 03071P102 AmeriSource Health Corporation
(ii) shared power to vote or to direct the vote
0*
---
(iii) sole power to dispose or to direct the disposition of
0
---
(iv) shared power to dispose or to direct the disposition of
0*
---
* See Item 4(a)(2).
Item 5. Ownership of Five Percent or Less of a Class
This statement is being filed to report the fact that as of the date
hereof Berger Associates, Inc. has ceased to be the beneficial owner
of more than five percent of the class of securities referenced
herein. /X/
Item 6. Ownership of More than Five Percent on Behalf of Another Person
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
This statement has been filed jointly by KCSI (parent holding company)
and Berger Associates, Inc. (its registered investment adviser
subsidiary) and information relating to Berger Associates, Inc. has
been included herein.
Item 8. Identification and Classification of Members of the Group
N/A
<PAGE>
SCHEDULE 13G Page 9 of 10
CUSIP No. 03071P102 AmeriSource Health Corporation
Item 9. Notice of Dissolution of Group
N/A
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 purposes or effect.
<PAGE>
SCHEDULE 13G Page 10 of 10
CUSIP No. 03071P102 AmeriSource Health Corporation
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.
BERGER ASSOCIATES, INC.:
FEBRUARY 12, 1998
Date
/S/ KEVIN R. FAY
-----------------------------------------
Signature
Kevin R. Fay, Sr. Vice President -
FINANCE AND ADMINISTRATION
Name/Title
KANSAS CITY SOUTHERN INDUSTRIES,
INC.
FEBRUARY 12, 1998
Date
/S/ LOUIS G. VAN HORN
-----------------------------------------
Signature
Louis G. Van Horn,
VICE PRESIDENT AND COMPTROLLER
Name/Title
<PAGE>
EXHIBIT INDEX
Exhibit Document Page No.
A Joint Filing Agreement
<PAGE>
Exhibit A
to
SCHEDULE 13G
Berger Associates, Inc.
and
KANSAS CITY SOUTHERN INDUSTRIES, INC.
Pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934,
Berger Associates, Inc., a Delaware corporation, and Kansas City Southern
Industries, Inc., a Delaware corporation, hereby agree that the preceding
Schedule 13G is being filed on behalf of each of them.
IN WITNESS WHEREOF, the parties hereto have duly executed this agreement on
this 12th day of February, 1998.
BERGER ASSOCIATES, INC.
/S/ KEVIN R. FAY
-----------------------------------------
Kevin R. Fay
Sr. Vice President - Finance and
Administration
KANSAS CITY SOUTHERN INDUSTRIES,
INC.
/S/ LOUIS G. VAN HORN
-----------------------------------------
Louis G. Van Horn
Vice President and Comptroller
