SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
AEP Industries, Inc.
(Name of Issuer)
Common
(Title of Class of Securities)
001031103
(CUSIP Number)
Arthur Goetchius
300 Park Avenue, 21st Fl., New York, NY 10022 (212) 755-9000
(Name, address and telephone number of person
authorized to receive notices and communications)
July 20, 1995
(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 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 purposes 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>
13D
CUSIP No. 001031103
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
EGS Associates, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(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
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
240,151
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
240,151
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
240,151
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
3.24%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 001031103
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
EGS Partners, L.L.C.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
OO
____________________________________________________________
(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
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
495,352
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
495,352
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
495,352
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
6.68%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IA
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 001031103
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Bev Partners, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(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
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
224,993
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
224,993
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
224,993
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
3.04%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 001031103
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Jonas Partners, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(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
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
37,000
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
37,000
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
37,000
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
0.50%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 001031103
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
William Ehrman
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
AF PF
____________________________________________________________
(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
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
59,850
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
1,075,596
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
59,850
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
1,075,596
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
1,135,446
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
13.46%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 001031103
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Frederic Greenberg
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
AF PF
____________________________________________________________
(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
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
12,750
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
997,496
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
12,750
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
997,496
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
1,010,246
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
13.63%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 001031103
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Frederick Ketcher
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
AF PF
____________________________________________________________
(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
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
9,000
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
997,496
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
9,000
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
997,496
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
1,006,496
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
13.58%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 001031103
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Jonas Gerstl
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
_____________________________________________________________________________
(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
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
997,496
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
997,496
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
997,496
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
13.46%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
The Schedule 13D, initially filed on March 30, 1990, is hereby amended
and restated in its entirety by this Amendment No. 1 to the Schedule 13D as
follows:
ITEM 1. SECURITY AND ISSUER.
This statement relates to the common stock, no par value (the "Common Stock"),
issued by AEP Industries, Inc., a Delaware corporation (the "Company"), whose
principal executive offices are 125 Phillips Avenue, South Hackensack, New
Jersey 07606.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This statement is filed by (i) EGS Associates, L.P., a Delaware limited
partnership ("EGS Associates"), with respect to shares of Common Stock
beneficially owned by it, (ii) EGS Partners, L.L.C., a Delaware limited
liability company ("EGS Partners"), with respect to shares of Common Stock
beneficially owned by EGS Overseas Fund Limited, a British Virgin Islands
corporation ("EGS Overseas"), as well as shares of Common Stock held in other
discretionary accounts managed by EGS Partners, (iii) Bev Partners, L.P., a
Delaware limited partnership ("Bev Partners"), with respect to shares of
Common Stock beneficially owned by it, (iv) Jonas Partners, L.P., a Delaware
limited partnership ("Jonas Partners"), with respect to shares of Common Stock
beneficially owned by it, (v) William Ehrman, with respect to shares of Common
Stock beneficially owned by him, members of his immediate family, EGS
Associates, EGS Partners, Bev Partners and Jonas Partners, (vi) Frederic
Greenberg, with respect to shares of Common Stock beneficially owned by him,
members of his immediate family, EGS Associates, EGS Partners, Bev Partners
and Jonas Partners, (vii) Frederick Ketcher, with respect to shares of Common
Stock beneficially owned by him, EGS Associates, EGS Partners, Bev Partners
and Jonas Partners; and (viii) Jonas Gerstl, with respect to shares of Common
Stock beneficially owned by EGS Associates, EGS Partners, Bev Partners and
Jonas Partners. The foregoing persons hereinafter sometimes are 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 EGS Associates, Bev Partners and Jonas Partners are
William Ehrman, Frederic Greenberg, Frederick Ketcher, and Jonas Gerstl
(collectively, the "General Partners"). Mr. Salvatore DiFranco resigned from
EGS Associates, EGS Partners, Bev Partners, and Jonas Partners, as general
partner, effective October 31, 1994, and is therefore no longer a reporting
person. EGS Partners converted from a limited partnership to a limited
liability company in 1995 and the General Partners are the members thereof.
(b) The address of the principal business and principal office of (i) EGS
Associates, EGS Partners, Bev Partners, Jonas Partners and each of the General
Partners is 300 Park Avenue, New York, New York 10022 and (ii) EGS Overseas is
CITCO Building, Wickhams Cay, P.O. Box 662, Road Town, Tortola, British Virgin
Islands.
(c) The principal business of each of EGS Associates, EGS Overseas, Bev
Partners and Jonas Partners is that of a private investment firm, engaging in
the purchase and sale of securities for investment for its own account. The
principal business of EGS Partners is that of a private investment firm and a
registered investment adviser under the Investment Advisers Act of 1940, as
amended, engaging in the purchase and sale of securities for investment on
behalf of discretionary accounts and EGS Overseas. The present principal
occupations of the General Partners are as general partners and members, as
applicable, of EGS Associates, EGS Partners, Bev Partners and Jonas Partners
and other limited partnerships.
(d) None of the persons referred to in paragraph (a) above has, during the
last five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) None of the persons referred to in paragraph (a) above 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.
(f) Each of the individuals referred to in paragraph (a) above is a United
States citizen. EGS Associates, Bev Partners and Jonas Partners are Delaware
limited partnerships. EGS Partners is a Delaware limited liability company.
EGS Overseas is a British Virgin Islands corporation.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The net investment cost (including commissions, if any) of the shares of
Common Stock beneficially owned by EGS Associates, EGS Partners (exclusive of
shares beneficially owned by EGS Overseas), EGS Overseas, Bev Partners and
Jonas Partners is approximately $2,510,286, $4,146,117, $1,262,716, $1,824223,
and $333,924, respectively.
The net investment cost (excluding commissions, if any) of the shares of
Common Stock owned directly by Mr. Greenberg, and by members of his immediate
family, is approximately $112,500.
The net investment cost (excluding commissions, if any) of the shares of
Common Stock owned directly by Mr. Ehrman, is approximately $1,482,773.
The net investment cost (excluding commissions, if any) of the shares of
Common Stock owned directly by Mr. Ketcher, is approximately $82,692.
The shares of Common Stock purchased by each of EGS Associates, EGS
Overseas, Bev Partners and Jonas Partners were purchased with the investment
capital of the respective entities and the shares of Common Stock purchased by
EGS Partners were purchased with investment capital of the respective
discretionary accounts under management of EGS Partners. The shares of Common
Stock purchased by Messrs. Greenberg, Ketcher and Ehrman were purchased with
personal funds, trust funds, or the funds of immediate family members.
The shares of Common Stock beneficially owned by EGS Associates, EGS
Partners (excluding EGS Overseas), EGS Overseas, Bev Partners, and Jonas
Partners are held in their respective commingled margin accounts, or in the
case of EGS Partners, in margin and non-margin accounts held by each
discretionary account under its management. Such margin accounts are
maintained at Bear Stearns & Co. Inc., and may from time to time have debit
balances. Non-margin accounts are maintained at Bankers Trust Company.
Since other securities are held in such margin accounts, it is not possible to
determine the amounts, if any, of margin used with respect to the shares of
Common Stock purchased. The shares owned by Mr. Greenberg are held in his IRA
account and in margin accounts maintained at Goldman, Sachs & Co., or are
beneficially owned by members of his immediate family. The shares owned by
Mr. Ketcher are held in his various accounts maintained at First Boston
Corporation. The shares owned by Mr. Ehrman are held in accounts maintained
at Bishop Rosen Corporation or Bear Stearns and Co., Inc, or are beneficially
owned by members of his immediate family. Currently, the interest rate
charged on such various margin accounts is approximately 6.75% per annum.
ITEM 4. PURPOSE OF THE TRANSACTION.
The purpose of the acquisition of the shares of the Common Stock by each
of the Reporting Persons is for investment. Each may make further purchases
of the Common Stock from time to time and may dispose of any or all of the
shares of the Common Stock held by it or him at any time.
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 (b)
through (j), inclusive, of Item 4 of Schedule 13D. Such entities and persons
may, at any time and from time to time, review or reconsider their position
with respect to any of such matters, but have no present intention of doing
so.
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 on 7,410,873 shares
outstanding, which is the total number of shares of Common Stock outstanding
as of June 2, 1995, 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 April 30, 1995 (which is the most recent Form 10-Q on
file).
As of the close of business on July 25, 1995:
(i) EGS Associates owns beneficially 240,151 shares of Common
Stock, constituting approximately 3.24% of the shares outstanding.
(ii) EGS Partners owns directly no shares of Common Stock. By
reason of the provisions of Rule 13D-3 of the Securities Exchange Act of 1934,
as amended (the "Act"), EGS Partners may be deemed to own beneficially 337,166
shares (constituting approximately 4.55% of the shares outstanding), purchased
for discretionary accounts managed by it, other than EGS Overseas, and 158,186
shares of Common Stock purchased for EGS Overseas (constituting approximately
2.13% of the shares outstanding), which, when aggregated, total 495,352 shares
of Common Stock, constituting approximately 6.68% of the shares outstanding.
(iii) Bev Partners owns beneficially 224,993 shares of Common
Stock, constituting approximately 3.04% of the shares outstanding.
(iv) Jonas Partners owns 37,000 shares of Common Stock,
constituting less than 1% of the shares outstanding.
(v) Mr. Ehrman owns directly, and beneficially through ownership
by members of his immediate family, 137,950 shares of Common Stock,
constituting approximately 1.86% of the shares outstanding.
(vi) Mr. Greenberg owns directly, and beneficially through
ownership by members of his immediate family, 12,750 shares of Common Stock,
constituting less than 1% of the shares outstanding.
(vii) Mr. Ketcher owns directly 9,000 shares of Common Stock,
constituting less than 1% of the shares outstanding.
(viii) Mr. Gerstl own directly no shares of Common Stock.
By reason of the provisions of Rule 13D-3 of the Act, each of the
General Partners may be deemed to own the 240,151 shares beneficially owned by
EGS Associates, the 495,352 shares beneficially owned by EGS Partners, the
224,993 shares beneficially owned by Bev Partners and the 37,000 shares
beneficially owned by Jonas Partners. When the shares beneficially owned by
EGS Associates, EGS Partners, Bev Partners, and Jonas Partners are aggregated,
they total 997,496 shares of Common Stock, constituting approximately 13.46%
of the shares outstanding.
(viii) In the aggregate, the Reporting Persons beneficially
own a total of 1,156,896 shares of Common Stock, constituting approximately
15.62% of the shares outstanding.
(b) (i) Each of EGS Associates, EGS Partners (with respect to
shares of EGS Overseas and other discretionary accounts), Bev Partners and
Jonas Partners has the power to vote and to dispose of the shares of Common
Stock beneficially owned by it, which power may be exercised by the General
Partners. Each of EGS Overseas and the discretionary accounts is a party to
an investment management agreement with EGS Partners pursuant to which EGS
Partners has investment authority with respect to securities held in such
account.
(ii) Each General Partner has the sole power to vote and
dispose of the shares owned directly by him. Messrs. Ehrman and Greenberg
have shared power to vote and dispose of shares owned by members of their
immediate families.
(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 July 20, 1995 until July 25, 1995 by EGS Partners
(excluding EGS Overseas) and Mr. Ehrman, are set forth in Schedules A and B,
respectively. All such transactions were effected in the over-the-counter
market. During such period, EGS Associates, EGS Overseas, Bev Partners, Jonas
Partners and Messrs. Greenberg, Ketcher and Gerstl did not enter into any
transactions in the Common Stock.
(d) No person other than each respective record owner referred
to herein of shares of Common Stock 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.
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 Issuer
including but not limited to transfer or voting of any other securities,
finder's fees, joint ventures, loan or option arrangements, puts or calls,
guarantees of profits, divisions of profits or losses, or the giving or
withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
The following exhibit was filed with the original Schedule 13D filed on
March 30, 1990 and is hereby incorporated in its entirety by this reference
thereto.
Exhibit 1 A written agreement relating to the filing of joint
acquisition statements as required by Rule 13D-1(f)(1) of
the Act.
<PAGE>
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: July 31, 1995 /s/ William Ehrman
William Ehrman, individually and as general partner of each of EGS PARTNERS,
L.L.C., EGS ASSOCIATES, L.P., BEV PARTNERS, L.P. and JONAS PARTNERS, L.P.
/s/ William Ehrman
William Ehrman, as Attorney-In-Fact for Frederic Greenberg, individually and as
general partner of each of EGS PARTNERS, L.L.C., EGS ASSOCIATES, L.P., BEV
PARTNERS, L.P. and JONAS PARTNERS, L.P.
/s/ Frederick Ketcher
Frederick Ketcher, individually and as general partner of each of EGS
PARTNERS, L.L.C., EGS ASSOCIATES, L.P., BEV PARTNERS, L.P. and JONAS PARTNERS,
L.P.
/s/ William Ehrman
William Ehrman, as Attorney-In-Fact for Jonas Gerstl, individually and as
general partner of each of EGS PARTNERS, L.L.C., EGS ASSOCIATES, L.P., BEV
PARTNERS, L.P. and JONAS PARTNERS, L.P.
<PAGE>
Schedule A
EGS Partners, L.P.
Transactions in the Common Stock
Price Per Share
Date of Number of (including
Transaction Shares Purchased Commissions, if any)
6/8/95 5,000 20.25
6/13/95 2,500 20.00
6/15/95 2,200 20.07
6/16/95 2,000 20.04
6/19/95 2,000 20.00
6/21/95 1,000 20.45
6/23/95 1,600 20.73
6/23/95 4,700 20.80
6/27/95 2,000 20.70
6/28/95 1,000 20.70
6/29/95 300 20.57
6/30/95 4,500 21.32
7/3/95 2,000 21.31
7/5/95 600 21.32
7/6/95 1,000 20.82
7/6/95 4,000 20.13
7/10/95 600 21.07
7/10/95 500 20.57
7/12/95 1,500 21.25
7/13/95 2,400 21.20
7/14/95 1,200 21.32
7/17/95 1,500 21.52
7/18/95 2,000 21.57
7/19/95 1,000 21.32
7/20/95 1,500 21.32
7/21/95 1,500 21.32
7/24/95 1,300 21.38
7/25/95 1,200 21.63
<PAGE>
Schedule B
William Ehrman
Transactions in the Common Stock
Price Per Share
Date of Number of (excluding
TransactionShares Purchased Commissions, if any)
6/1/95 150 23.50
6/1/95 100 24.00
6/6/95 300 20.00
6/9/95 250 ** 20.50
6/13/95 300 20.25
6/14/95 200 ** 20.25
6/15/95 300 20.00
6/19/95 500 20.00
6/19/95 300 ** 20.25
6/20/95 300 20.25
6/21/95 300 ** 20.25
6/22/95 350 20.50
6/23/95 300 20.75
6/27/95 300 20.63
6/29/95 250 21.00
7/6/95 500 * 20.38
7/10/95 500 20.75
7/11/95 300 21.25
7/12/95 300 21.50
7/25/95 300 21.50
_________________________
* Shares held in an account for the benefit of Mr. Ehrman's wife.
** Shares held in an account for the benefit of Mr. Ehrman's daughter.
