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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1 )*
-----
Corrections Corporation of America
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
220256101
-----------------------------------------
(CUSIP Number)
Stuart Panish, c/o Zweig-DiMenna Associates LLC, 900 Third Avenue,
New York, New York 10022 (212) 451-1100
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
February 19, 1998
-------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [_].
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).
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*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
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>
SCHEDULE 13D/A
CUSIP NO. 220256101 Page 2 of __ Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Zweig-DiMenna Partners, L.P., Zweig-DiMenna International Limited
Zweig-DiMenna International Managers, Inc., on behalf of a discretionary
account
Gotham Advisors, Inc., on behalf of a discretionary account
Zweig-DiMenna Special Opportunities, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS* WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Zweig-DiMenna Partners, L.P. - New York, Zweig-DiMenna International
Limited - British Virgin Islands
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - Delaware
Gotham Advisors, Inc., on behalf of a discretionary account - Delaware
Zweig-DiMenna Special Opportunities, L.P. - Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
Zweig-DiMenna Partners, L.P. - 724,900; Zweig-DiMenna International
Limited - 1,773,300
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 326,700
Gotham Advisors, Inc., on behalf of a discretionary account - 196,300
Zweig-DiMenna Special Opportunities, L.P. - 467,500
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
Zweig-DiMenna Partners, L.P. - 724,900; Zweig-DiMenna International
Limited - 1,773,300
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 326,700
Gotham Advisors, Inc., on behalf of a discretionary account - 196,300
Zweig-DiMenna Special Opportunities, L.P. - 467,500
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Zweig-DiMenna Partners, L.P. - 724,900; Zweig-DiMenna International
Limited - 1,773,300
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 326,700
Gotham Advisors, Inc., on behalf of a discretionary account - 196,300
Zweig-DiMenna Special Opportunities, L.P. - 467,500
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 INCLUDES CERTAIN SHARES*
[_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
Total - 4.4%
Zweig-DiMenna Partners, L.P. - 0.9%; Zweig-DiMenna International
Limited - 2.2%
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 0.4%
Gotham Advisors, Inc., on behalf of a discretionary account - 0.3%
Zweig-DiMenna Special Opportunities, L.P. - 0.6%
14 TYPE OF REPORTING PERSON*
Zweig-DiMenna Partners, L.P. - PN
Zweig-DiMenna International Limited - CO
Zweig-DiMenna International Managers, Inc. - CO
Gotham Advisors, Inc. - CO
Zweig-DiMenna Special Opportunities, L.P. - PN
<PAGE>
SCHEDULE 13D - AMENDMENT NO. 1
Zweig-DiMenna Special Opportunities, L.P., Zweig-DiMenna International
Limited, Zweig-DiMenna Partners, L.P., Zweig-DiMenna International Managers,
Inc. and Gotham Advisors, Inc. hereby amend the Schedule 13D, filed with respect
to shares of common stock, par value $1.00 per share ("Shares") of Corrections
Corporation of America.
ITEM 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
The first sentence of Item 3 is amended to read as follows:
"The securities of Corrections Corporation of America were purchased at
an aggregate cost of $93,934,411 with the investment capital of Zweig-
DiMenna Special Opportunities, L.P., Zweig-DiMenna International
Limited, Zweig-DiMenna Partners, L.P., the discretionary account
managed by Zweig-DiMenna International Managers, Inc. (the "ZDIM
Account") and the discretionary account managed by Gotham Advisors,
Inc. (the "Gotham Account")."
ITEM 5 INTEREST IN SECURITIES OF THE ISSUER
The answer to Item 5 is amended to read as follows:
a. Aggregate number of shares beneficially owned:
Zweig-DiMenna Special Opportunities, L.P. - 467,500
Zweig-DiMenna International Limited - 1,773,300
Zweig-DiMenna Partners, L.P. - 724,900
ZDIM Account - 326,700
Gotham Account - 196,300
Percent of class beneficially owned:
Zweig-DiMenna Special Opportunities, L.P. - 0.6%
Zweig-DiMenna International Limited - 2.2%
Zweig-DiMenna Partners, L.P. - 0.9%
ZDIM Account - 0.4 %
<PAGE>
Gotham Account - 0.3 %
b. Number of shares as to which there is sole power to vote:
Zweig-DiMenna Special Opportunities, L.P. - 467,500
Zweig-DiMenna International Limited - 1,773,300
Zweig-DiMenna Partners, L. P. - 724,900
ZDIM Account - 326,700
Gotham Account - 196,300
Number of shares as to which there is shared power to vote or to direct the
vote:
Zweig-DiMenna Special Opportunities, L.P. - 0
Zweig-DiMenna International Limited - 0
Zweig-DiMenna Partners, L.P. - 0
ZDIM Account - 0
Gotham Account - 0
Number of shares as to which there is sole power to dispose or to direct the
disposition:
Zweig-DiMenna Special Opportunities, L.P. - 467,500
Zweig-DiMenna International Limited - 1,773,300
Zweig-DiMenna Partners, L.P. - 724,900
ZDIM Account - 326,700
Gotham Account - 196,300
Number of shares as to which there is shared power to dispose or to direct
the disposition:
Zweig-DiMenna Special Opportunities, L.P. - 0
Zweig-DiMenna International Limited - 0
<PAGE>
Zweig-DiMenna Partners, L.P. - 0
ZDIM Account - 0
Gotham Account - 0
c. Since December 21, 1997, Zweig-DiMenna Special Opportunities, L.P., Zweig-
DiMenna International Limited, Zweig-DiMenna Partners, L.P., the ZDIM Account
and the Gotham Account purchased and/or sold the Shares on the open market on
the following dates and at the following prices and in the following amounts:
ZWEIG-DIMENNA SPECIAL OPPORTUNITIES, L.P.
Date Description of Transaction
12/24/97 Purchased 3,600 shares at $33.9255 a share
12/31/97 Purchased 2,900 shares at $37.00 a share
12/31/97 Purchased 2,200 shares at $37.5896 a share
1/8/98 Purchased 6,700 shares at $35.3175 a share
1/9/98 Purchased 2,000 shares at $33.7971 a share
1/12/98 Purchased 500 shares at $32.1875 a share
1/13/98 Purchased 2,700 shares at $33.5859 a share
1/14/98 Purchased 2,700 shares at $33.6094 a share
1/26/98 Sold 13,500 shares at $34.9669 a share
1/28/98 Sold 11,000 shares at $36.3636 a share
1/29/98 Sold 14,300 shares at $37.2391 a share
2/3/98 Sold 11,500 shares at $37.2903 a share
2/6/98 Sold 4,000 shares at $37.9491 a share
2/9/98 Sold 17,400 shares at $38.9655 a share
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2/10/98 Sold 8,700 shares at $39.0205 a share
2/11/98 Sold 3,600 shares at $39.3915 a share
2/12/98 Sold 2,200 shares at $39.0041 a share
2/13/98 Sold 9,400 shares at $40.4391 a share
2/17/98 Sold 2,700 shares at $40.50 a share
2/18/98 Sold 900 shares at $41.00 a share
2/19/98 Sold 7,900 shares at $39.9589 a share
2/19/98 Sold 1,300 shares at $39.9375 a share
2/19/98 Sold 32,200 shares at $39.5074 a share
ZWEIG-DIMENNA INTERNATIONAL LIMITED
Date Description of Transaction
12/24/97 Purchased 13,200 shares at $33.9255 a share
12/31/97 Purchased 10,600 shares at $37.00 a share
12/31/97 Purchased 7,900 shares at $37.5896 a share
1/8/98 Purchased 25,100 shares at $35.3175 a share
1/9/98 Purchased 7,500 shares at $33.7971 a share
1/12/98 Purchased 2,100 shares at $32.1875 a share
1/13/98 Purchased 10,000 shares at $33.5859 a share
1/14/98 Purchased 10,000 shares at $33.6094 a share
1/26/98 Sold 49,700 shares at $34.9669 a share
1/28/98 Sold 22,000 shares at $36.3636 a share
1/29/98 Sold 53,200 shares at $37.2391 a share
<PAGE>
2/6/98 Sold 30,000 shares at $37.9491 a share
2/9/98 Sold 65,700 shares at $38.9655 a share
2/10/98 Sold 27,600 shares at $39.0205 a share
2/11/98 Sold 13,400 shares at $39.3915 a share
2/12/98 Sold 8,200 shares at $39.0041 a share
2/13/98 Sold 35,600 shares at $40.4391 a share
2/17/98 Sold 10,100 shares at $40.50 a share
2/18/98 Sold 3,500 shares at $41.00 a share
2/19/98 Sold 30,000 shares at $39.9589 a share
2/19/98 Sold 5,100 shares at $39.9375 a share
2/19/98 Sold 121,900 shares at $39.5074 a share
Zweig-DiMenna Partners, L.P.
Date Description of Transaction
12/24/97 Purchased 5,600 shares at $33.9255 a share
12/31/97 Purchased 4,500 shares at $37.00 a share
12/31/97 Purchased 3,400 shares at $37.5896 a share
1/8/98 Purchased 10,500 shares at $35.3175 a share
1/9/98 Purchased 3,200 shares at $33.7971 a share
1/12/98 Purchased 800 shares at $32.1875 a share
1/13/98 Purchased 4,200 shares at $33.5859 a share
1/14/98 Purchased 4,200 shares at $33.6094 a share
1/26/98 Sold 22,000 shares at $34.9669 a share
<PAGE>
1/28/98 Sold 53,000 shares at $36.3636 a share
1/29/98 Sold 22,400 shares at $37.2391 a share
2/5/98 Sold 25,500 shares at $37.2531 a share
2/6/98 Sold 11,000 shares at $37.9491 a share
2/9/98 Sold 26,900 shares at $38.9655 a share
2/10/98 Sold 13,200 shares at $39.0205 a share
2/11/98 Sold 5,500 shares at $39.3915 a share
2/12/98 Sold 3,300 shares at $39.0041 a share
2/13/98 Sold 14,500 shares at $40.4391 a share
2/17/98 Sold 4,200 shares at $40.50 a share
2/18/98 Sold 1,500 shares at $41.00 a share
2/19/98 Sold 12,300 shares at $39.9589 a share
2/19/98 Sold 2,100 shares at $39.9375 a share
2/19/98 Sold 49,900 shares at $39.5074 a share
ZDIM Account
Date Description of Transaction
12/24/97 Purchased 2,600 shares at $33.9255 a share
12/31/97 Purchased 2,000 shares at $37.00 a share
12/31/97 Purchased 1,500 shares at $37.5896 a share
1/8/98 Purchased 4,700 shares at $35.3175 a share
1/9/98 Purchased 1,400 shares at $33.7971 a share
<PAGE>
1/14/98 Purchased 1,900 shares at $33.6094 a share
1/26/98 Sold 9,700 shares at $34.9669 a share
1/28/98 Sold 14,000 shares at $36.3636 a share
1/29/98 Sold 10,100 shares at $37.2391 a share
2/3/98 Sold 4,000 shares at $37.2903 a share
2/5/98 Sold 6,300 shares at $37.2531 a share
2/6/98 Sold 5,000 shares at $37.9491 a share
2/9/98 Sold 12,200 shares at $38.9655 a share
2/10/98 Sold 6,200 shares at $39.0205 a share
2/11/98 Sold 2,500 shares at $39.3915 a share
2/12/98 Sold 1,500 shares at $39.0041 a share
2/13/98 Sold 6,600 shares at $40.4391 a share
2/17/98 Sold 1,900 shares at $40.50 a share
2/18/98 Sold 700 shares at $41.00 a share
2/19/98 Sold 5,500 shares at $39.9589 a share
2/19/98 Sold 900 shares at $39.9375 a share
2/19/98 Sold 22,500 shares at $39.5074 a share
Gotham Account
Date Description of Transaction
1/8/98 Purchased 3,000 shares at $35.3175 a share
1/9/98 Purchased 900 shares at $33.7971 a share
1/12/98 Purchased 200 shares at $32,1875 a share
<PAGE>
1/13/98 Purchased 1,200 shares at $33.5859 a share
1/14/98 Purchased 1,200 shares at $33.6094 a share
1/26/98 Sold 5,100 shares at $34.9669 a share
2/9/98 Sold 7,100 shares at $38.9655 a share
2/13/98 Sold 3,900 shares at $40.4391 a share
2/17/98 Sold 1,100 shares at $40.50 a share
2/18/98 Sold 400 shares at $41.00 a share
2/19/98 Sold 3,300 shares at $39.9589 a share
2/19/98 Sold 600 shares at $39.9375 a share
2/19/98 Sold 13,500 shares at $39.5074 a share
d. Not applicable.
e. The Investors ceased to be the beneficial owner of more than 5 % of the
Shares of the Company on February 10, 1998.
<PAGE>
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 20, 1998
ZWEIG-DiMENNA SPECIAL OPPORTUNITIES, L.P.
By: Zweig-DiMenna Associates LLC,
Managing General Partner
By: /s/ Joseph A. DiMenna
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Name: Joseph A. DiMenna
Title: A Managing Director of the Managing General Partner
ZWEIG-DiMENNA INTERNATIONAL LIMITED
By: Zweig-DiMenna International Managers, Inc.,
Investment Manager
By: /s/ Joseph A. DiMenna
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Name: Joseph A. DiMenna
Title: Executive Vice President
ZWEIG-DiMENNA PARTNERS, L.P.
By: Zweig-DiMenna Associates LLC,
Managing General Partner
By: /s/ Joseph A. DiMenna
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Name: Joseph A. DiMenna
Title: A Managing Director of the Managing General Partner
ZWEIG-DiMENNA INTERNATIONAL MANAGERS, INC.
By: /s/ Joseph A. DiMenna
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Name: Joseph A. DiMenna
Title: Executive Vice President
GOTHAM ADVISORS, INC.
By: /s/ Joseph A. DiMenna
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Name: Joseph A. DiMenna
Title: Executive Vice President
