FORSCHNER GROUP INC
SC 13G, 1995-05-19
HARDWARE
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549


                                  SCHEDULE 13G


                   UNDER THE SECURITIES EXCHANGE ACT OF 1934

                               (AMENDMENT NO. )*


                           The Forschner Group, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                                     Common
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   346590100
                      ------------------------------------
                                 (CUSIP Number)


Check the following box if a fee is being paid with this statement /x/. (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 8 pages



<PAGE>   2
CUSIP No. 346590100                  13G               Page   1   of   4  Pages


- --------------------------------------------------------------------------------
1     NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON       CCMI - 13-3539843
                                                               CTC - 52-1576922
      Chancellor Capital Management, Inc. ("CCMI") and Chancellor Trust Company,
      as Investment Advisers for various fiduciary accounts
- --------------------------------------------------------------------------------
2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) /XX/
                                                                        (b) /  /
- --------------------------------------------------------------------------------
3     SEC USE ONLY


- --------------------------------------------------------------------------------
4     CITIZENSHIP OR PLACE OF ORGANIZATION
             CCMI - Del.
             CTC  - NY
- --------------------------------------------------------------------------------
                      5    SOLE VOTING POWER

                                   548,200 shares
                      ---------------------------------------------------------
      NUMBER OF       6    SHARED VOTING POWER
       SHARES
    BENEFICIALLY                           - 0 -
      OWNED BY        ---------------------------------------------------------
        EACH          7    SOLE DISPOSITIVE POWER
     REPORTING
    PERSON WITH                    548,200 shares
                      ---------------------------------------------------------
                      8    SHARED DISPOSITIVE POWER
        
                                           - 0 -
- -------------------------------------------------------------------------------
9     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                          548,200 shares
- --------------------------------------------------------------------------------
10    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*


- --------------------------------------------------------------------------------
11    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                          6.7%
- --------------------------------------------------------------------------------
12    TYPE OF REPORTING PERSON*

                          CO, BK, IA
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTION BEFORE FILLING OUT!

                               Page 2 of 8 pages


<PAGE>   3

CUSIP:  346590100                                                   Page 2 of 4


                                  SCHEDULE 13G

Item 1.  Security and Issuer

         (a)  The Forschner Group, Inc. (the "Company")

         (b)  Address:  One Research Drive
                        Shelton, CT  06484


Item 2.  Identity and Background

         (a)  This Schedule 13G is being filed by (i) Chancellor Capital
Management, Inc., a Delaware corporation, whose principal business is the
provision of institutional investment management services and (ii) Chancellor
Trust Company, a New York State chartered trust company whose principal business
is the provision of institutional investment management services.

         (b)  The address of the principal place of business of Chancellor
Capital Management, Inc. and Chancellor Trust Company is: 1166 Avenue of the
Americas, New York, New York 10036.

         (c)  Chancellor Capital Management, Inc. is a Delaware corporation.
Chancellor Trust Company is a New York State chartered trust company.

         (d)  Common Stock

         (e)  CUSIP Number:  346590100


Item 3.  If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b), check
whether the person filing is a:

(b)  X   Chancellor Trust Company is a Bank as defined in section 3(a)(6) of the
    ---  Act.

(e)  X   Chancellor Capital Management, Inc. is an Investment Adviser registered
    ---  under section 203 of the Investment Advisers Act of 1940.




<PAGE>   4

CUSIP:  346590100                                                   Page 3 of 4


Item 4.  Ownership

         (a)  For the year ended December 31, 1994, the aggregate number of
shares of the Company's common stock beneficially owned by Chancellor Capital
Management, Inc. and Chancellor Trust Company, as investment advisers for
various fiduciary accounts, is 548,200 shares.

         (b)  Percent of Class:  6.7% based upon 8,146,000 shares outstanding.

         (c)  Chancellor Capital Management, Inc. and Chancellor Trust Company,
as investment advisers for various fiduciary accounts, have sole power to vote
or to direct the vote, and sole power to dispose of or to direct the disposition
of, all of the shares reported in this Statement.


Item 5.  Ownership of Five Percent or Less

         Not applicable


Item 6.  Ownership of More than Five Percent on Behalf of Another Person

         Chancellor Capital Management, Inc. and Chancellor Trust Company are
investment advisers for various fiduciary accounts which are entitled to 
receipt of dividends and to proceeds of the sale of the shares reported in 
this Statement.  The ownership interest of any such account does not relate to 
more than five percent of the Common Stock.


Item 7.  Identification and Classification of the Subsidiary Which Acquired the
         Securities Being Reported by the Parent Holding Company

         Not applicable.


Item 8.  Identification and Classification of Members of a Group

         Not applicable.


                                       3

<PAGE>   5

CUSIP:  346590100                                                  Page 4 of 4


Item 9.   Notice of Dissolution of Group

          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 purposes or effect.

          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 13, 1995


Signatures       Chancellor Capital Management, Inc.
                      as Investment Adviser


                 By:/s/ Andrew L. Dworkin
                    --------------------------------
                    ANDREW L. DWORKIN
                    Vice President & Senior Counsel


                 Chancellor Trust Company
                      as Investment Adviser


                 By:/s/ Andrew L. Dworkin
                    --------------------------------
                    ANDREW L. DWORKIN
                    Vice President & Senior Counsel




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