SCHEDULE 13D
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
dick clark productions, inc.
(Name of Issuer)
Common Stock - $.01 par value
(Title of Class of Securities)
18151200
(CUSIP Number)
Jerrold N. Fine (203) 226-7591
Charter Oak Partners, P.O. Box 5147, Westport, CT 06881-5147
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
June 10, 1997
(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 the statement [ ]. (A
fee is not required only if the reporting 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 on 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>
Page 2 of 11 Pages
SCHEDULE 13D
CUSIP No. 18151200
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CHARTER OAK PARTNERS
- ------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X]
(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
CONNECTICUT
- ------------------------------------------------------------------------------
7. SOLE VOTING POWER
NUMBER OF 0
SHARES -----------------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 433,700
EACH -----------------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 0
WITH -----------------------------------------------------------
10. SHARED DISPOSITIVE POWER
433,700
- ------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
433,700
- ------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- ------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
- ------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON
PN
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<page
Page 3 of 11 Pages
SCHEDULE 13D
CUSIP No. 18151200
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FINE PARTNERS, L.P.
- ------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X]
(b) [ ]
- ------------------------------------------------------------------------------
3. SEC USE ONLY
- ------------------------------------------------------------------------------
4. SOURCE OF FUNDS
AF
- ------------------------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(E)
[ ]
- ------------------------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
- ------------------------------------------------------------------------------
7. SOLE VOTING POWER
NUMBER OF 0
SHARES -----------------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 433,700
EACH -----------------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 0
WITH -----------------------------------------------------------
10. SHARED DISPOSITIVE POWER
433,700
- ------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
433,700
- ------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- ------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
- ------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON
PN
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<page
Page 4 of 11 Pages
SCHEDULE 13D
CUSIP No. 18151200
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JERROLD N. FINE
- ------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X]
(b) [ ]
- ------------------------------------------------------------------------------
3. SEC USE ONLY
- ------------------------------------------------------------------------------
4. SOURCE OF FUNDS
AF
- ------------------------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(E)
[ ]
- ------------------------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
- ------------------------------------------------------------------------------
7. SOLE VOTING POWER
NUMBER OF 0
SHARES -----------------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 433,700
EACH -----------------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 0
WITH -----------------------------------------------------------
10. SHARED DISPOSITIVE POWER
433,700
- ------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
433,700
- ------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- ------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
- ------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON
IN
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 5 of 11 Pages
13D
Item 1. Security and Issuer.
This statement relates to the Common Stock, par value $.01 per share
(the "Common Stock"), issued by dick clark productions, inc., a Delaware
corporation (the "Company"), whose principal executive offices are located at
3003 West Olive Avenue, Burbank, California 91505-4590. It does not relate to
the Company's Class A Common Stock.
Item 2. Identity and Background.
(a) This statement is filed by (i) Charter Oak Partners, a
Connecticut limited partnership ("Charter Oak"), with respect to shares of
Common Stock beneficially owned by it, (ii) Fine Partners, L.P., a Delaware
limited partnership, with respect to shares of Common Stock beneficially owned
by Charter Oak and (iii) Jerrold N. Fine with respect to shares of Common
Stock beneficially owned by Charter Oak. The foregoing persons are
hereinafter sometimes referred to collectively as the "Reporting Persons".
Any disclosures herein with respect to persons other than the Reporting
Persons are made on information and belief after making inquiry to the
appropriate party.
The general partners of Charter Oak are Fine Partners, L.P., Robert
Jaffee and Deborah J. Ziskin (such persons being sometimes hereinafter
referred to as the "General Partners"). Fine Partners, L.P. is the Managing
Partner of Charter Oak. The general partner of Fine Partners, L.P. is
Jerrold N. Fine.
(b) The business address of the Reporting Persons and General
Partners is 10 Wright Street, Building B, Westport, Connecticut 06880.
(c) The principal business of Charter Oak is that of a private
investment partnership. The principal occupations of the General Partners
are as general partners of Charter Oak. The principal business of Jerrold N.
Fine is as general partner of Fine Partners, L.P.
(d) None of Charter Oak, any of the General Partners or Jerrold N.
Fine has, during the last five years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
(e) None of Charter Oak, any of the General Partners or Jerrold N.
Fine has, during the last five years, been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to, federal or state securities laws or finding any violation with respect to
such laws.
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Page 6 of 11 Pages
(f) The Individual General Partners and Jerrold N. Fine are United
States citizens. Charter Oak is a Connecticut limited partnership. Fine
Partners, L.P. is a Delaware limited partnership.
Item 3. Source and Amount of Funds or Other Considerations
The net investment cost of the shares of Common Stock held by
Charter Oak is $5,231,638.75.
The shares of Common Stock purchased by Charter Oak were purchased
with the investment capital of the entity.
Item 4. Purpose of Transaction.
The Reporting Persons acquired the shares of Common Stock for investment
purposes, and the Reporting Persons intend to evaluate the performance of such
securities as an investment in the ordinary course of business. The Reporting
Persons pursue an investment objective that seeks capital appreciation. In
pursuing this investment objective, the Reporting Persons analyze the
operations, capital structure and markets of companies in which they invest,
including the Company, on a continuous basis through analysis of documentation
and discussions with knowledgeable industry and market observers and with
representatives of such companies (often at the invitation of management).
Each Reporting Person will continuously assess the Company's business,
financial condition, results of operations and prospects, general economic
conditions, the securities markets in general and those for the Company's
securities in particular, other developments and other investment
opportunities. Depending on such assessments, one or more of the Reporting
Persons may acquire additional shares of Common Stock or may determine to sell
or otherwise dispose of all or some of its holdings of shares of Common Stock.
Such actions will depend upon a variety of factors, including, without
limitation, current and anticipated future trading prices for such Common
Stock, the financial condition, results of operations and prospects of the
Company, alternate investment opportunities, and general economic, financial
market and industry conditions.
None of the Reporting Persons has any plans or proposals which relate
to, or could result in, any of the matters referred to in paragraphs (a)
through (j), inclusive, of Item 4 of Schedule 13D.
<PAGE>
Page 7 of 11 Pages
Item 5. Interest in Securities of the Issuer.
(a) The approximate aggregate percentage of shares of Common Stock
reported beneficially owned by each person herein is based upon 7,581,500
shares outstanding, which is the total number of shares of Common Stock
outstanding as of May 12, 1997, as reflected in the Company's quarterly report
on Form 10-Q filed with the Securities and Exchange Commission (the
"Commission") for the fiscal quarter ended March 31, 1997 (which is the most
recent Form 10-Q on file).
As of the close of business on June 16, 1997:
(i) Charter Oak owns beneficially 433,700 shares of Common Stock,
constituting approximately 5.7% of the shares outstanding.
(ii) (A) The General Partners of Charter Oak own no shares of
Common Stock directly.
(B) By reason of the provisions of Rule 13d-3 of the Securities
Exchange Act of 1934, as amended (the "Act") Fine Partners, L.P. and Jerrold
N. Fine may be deemed to own beneficially the 433,700 shares of Common Stock
held by Charter Oak.
(b) Charter Oak, Fine Partners, L.P. and Jerrold N. Fine share
power to vote and dispose of the shares of Common Stock owned by Charter Oak.
(c) The trading dates, number of shares of Common Stock purchased
or sold and price per share for all transactions in the Common Stock from the
60th day prior to June 10, 1997 until June 16, 1997 by Charter Oak is set
forth in Schedule A.
(d) No person other than each respective record owner of shares
of Common Stock referred to herein is known to have the right to receive or
the power to direct the receipt of dividends from or the proceeds of sale of
such shares of Common Stock.
<PAGE>
Page 8 of 11 Pages
Item. 6. Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer.
There are no contracts, arrangements, understandings or
relationships (legal or otherwise) among the persons named in Item 2 hereof
or between such persons and any other person with respect to any securities
of the Company, including, but not limited to, transfer or voting of any of
the securities, finder's fees, joint ventures, loan or option arrangements,
puts or calls, guarantees of profits, division of profits or loss, or the
giving or withholding of proxies, other than the Joint Filing Agreement
attached as Exhibit 1 hereto.
Item 7. Material to be Filed as Exhibits.
The following exhibit is being filed with this Schedule:
Exhibit 1: A written agreement relating to the filing of joint
acquisition statements as required by Rule 13d-1(f)(1) of the Act.
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Page 9 of 11 Pages
SIGNATURES
After reasonable inquiry and to the best of our knowledge and
belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
DATED: June 20, 1997 /s/ Jerrold N. Fine, individually
JERROLD N. FINE
FINE PARTNERS, L.P.
/s/ Jerrold N. Fine
Jerrold N. Fine, as General Partner
of Fine Partners, L.P.
CHARTER OAK PARTNERS
/s/ Robert Jaffee
Robert Jaffee, as General Partner
of Charter Oak Partners
<PAGE>
Page 10 of 11 Pages
SCHEDULE A
CHARTER OAK PARTNERS
Transactions in the Common Stock
Date of Number of Price Per Share
Transaction Shares Purchased/(Sold) (including
commissions, if any)
04/11/97 1,300 $12.310
04/23/97 800 $12.685
04/25/97 3,300 $12.685
04/30/97 900 $12.685
05/02/97 200 $12.435
05/05/97 600 $12.560
05/22/97 100 $12.435
06/04/97 1,500 $12.560
06/05/97 100 $12.435
06/10/97 13,100 $12.780
06/11/97 10,000 $12.810
06/13/97 30,000 $12.810
06/16/97 4,400 $12.684
Page 11 of 11 Pages
<PAGE>
EXHIBIT 1
JOINT FILING AGREEMENT
Agreement dated as of June 20, 1997, by and among each of the
undersigned persons.
The parties hereto hereby agree as follows:
1. The parties hereto shall prepare a single statement containing
the information required by Schedule 13D with respect to their respective
interests in the shares of Common Stock of dick clark productions, inc. (the
"Schedule 13D") and the Schedule 13D shall be filed on behalf of each of them.
2. Each party hereto shall be responsible for the timely filing of
the Schedule 13D and any necessary amendments thereto, and for the
completeness and accuracy of the information concerning him or it contained
therein, but shall not be responsible for the completeness and accuracy of the
information concerning any other party contained therein, except to the extent
that he or it knows or has reason to believe that such information is
inaccurate.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as
of the date first above written.
/s/ Jerrold N. Fine, individually
JERROLD N. FINE
FINE PARTNERS, L.P.
/s/ Jerrold N. Fine
Jerrold N. Fine, as General Partner
of Fine Partners, L.P.
CHARTER OAK PARTNERS
/s/ Robert Jaffee
Robert Jaffee, as General Partner
of Charter Oak Partners
