SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.16)
INTELOGIC TRACE, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
458159100
(CUSIP Number)
ASHER B. EDELMAN, 717 FIFTH AVENUE, 4TH FLOOR
NEW YORK, NEW YORK 10022; TELEPHONE (212) 371-7711
(Name, address and telephone number of person
authorized to receive notices and communications)
December 8, 1994
(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 persons: (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.)
This Amendment No. 16 to Schedule 13D is filed to indicate
that the reporting persons in the aggregate have ceased to be
holders of 5% of a class of issuer's securities.
This statement, as amended, is filed by (i) Canal Capital
Corporation (formerly United Stockyards Corporation), a Delaware
corporation ("Canal"), with respect to the shares of Common Stock
owned by it, (ii) Datapoint Corporation, a Delaware corporation
("Datapoint"), (iii) A.B. Edelman Limited Partnership, a Delaware
limited partnership ("Edelman Limited Partnership"), with respect
to the shares of Common Stock owned by it, (iv) Felicitas
Partners, L. P., a Delaware limited partnership ("Felicitas"),
with respect to the shares of Common Stock owned by it, (v) A.B.
Edelman Management Company Inc. ("Edelman Management"), a New
York corporation as the investment manager for Canal and
Datapoint, with respect to the shares of Common Stock owned by
Canal and Datapoint, (vi) Aile Blanche, Inc., a Delaware
corporation ("Aile Blanche") with respect to the shares of Common
Stock owned by it, (vii) Regina M. Edelman with respect to the
shares of Common Stock owned by her, (viii) Asher B. Edelman with
respect to the shares of Common Stock owned by him and because,
pursuant to Rule 13d-3 promulgated under the Securities Exchange
Act of 1934, as amended, he may be deemed to be the beneficial
owner of the shares of Common Stock owned by (A) each of the
foregoing persons, (b) three Uniform Gift to Minors Act accounts
for which Mr. Edelman is custodian, each account for the benefit
of one of Mr. Edelman's three daughters (the "Custodian
Accounts") and (C) three other Uniform Gift to Minors Act
accounts for which Mr. Edelman is custodian, each account for the
benefit of one of the three children of Mr. Edelman's brother
(the "Other Custodian Accounts"); (ix) the Canal Capital
Corporation Retirement Plan, a trust organized under the laws of
New York (the "Canal Plan"), with respect to the shares of Common
Stock held by it, and (x) the Intelogic Trace, Inc. Retirement
Plan, a trust organized under the laws of New York, (the "IT
Plan"), with respect to the shares of Common Stock held by it.
Item 5. Interest in Securities of the Issuer.
(e) On December 8, 1994, the reporting persons ceased to be
beneficial holders in the aggregate of more than 5% of the Common
Stock outstanding as a result of the issuance of Common Stock by
the Company pursuant to a confirmed plan of reorganization in the
case, In re Intelogic Trace, Inc. Debtor, Chapter 11 Case No. 94-
542172C (U. S. Bankr. Ct. W. Dist. Texas), which issuance
significantly diluted the position previously reported by the
reported persons. The Common Stock will be issued within twenty
(20) business days after December 8, 1994.
SIGNATURE
After reasonable inquiry and to the best of their knowledge
and belief, the undersigned certify that the information set
forth in this statement is true, complete and correct.
Dated: December 8, 1994
______/S/Asher B. Edelman___________
Asher B. Edelman, individually and as
attorney-in-fact for each of Canal
Capital Corporation, Datapoint
Corporation, A.B. Edelman Limited
Partnership, Felicitas Partners, L.P.,
A.B. Edelman Management Company, Inc.,
Aile Blanche, Inc., Regina M. Edelman,
Canal Capital Corporation Retirement
Plan and Intelogic Trace, Inc.
Retirement Plan under powers of
attorney
