UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 8)*
THE CHICAGO DOCK AND CANAL TRUST
(Name of Issuer)
COMMON STOCK, NO PAR VALUE PER SHARE
(Title of Class of Securities)
167339100
(CUSIP Number)
Bruce S. Sherman, 3003 Tamiami Trail North, Naples, FL 33940 (813) 434-4030
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
July 28, 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 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).
SCHEDULE 13D
CUSIP NO. 167339100
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Private Capital Management, Inc.
59-2756929
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions) (a) [x]
(b) [ ]
(3) SEC USE ONLY
(4) SOURCE OF FUNDS
00
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
[ ]
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
(7) SOLE VOTING POWER
0
(8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY 0
OWNED BY EACH REPORTING PERSON (9) SOLE DISPOSITIVE POWER
WITH
0
(10) SHARED DISPOSITIVE POWER
596,100
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
596,100
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (see instructions) [ ]
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.31%
(14) TYPE OF REPORTING PERSON (see instructions)
IA
SCHEDULE 13D
CUSIP NO. 167339100
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Bruce S. Sherman
###-##-####
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions) (a) [x]
(b) [ ]
(3) SEC USE ONLY
(4) SOURCE OF FUNDS
00
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
[ ]
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. citizen
(7) SOLE VOTING POWER
0
(8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY 0
OWNED BY EACH REPORTING PERSON (9) SOLE DISPOSITIVE POWER
WITH
0
(10) SHARED DISPOSITIVE POWER
596,100
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
596,100
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (see instructions) [ ]
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.31%
(14) TYPE OF REPORTING PERSON (see instructions)
IN
CUSIP NO. 167339100
Item 1. Security and Issuer
In accordance with Rule 101(a)(2)(iii) of Regulation S-T of
the Securities Exchange Act of 1934, as amended, this Amendment
No. 8 hereby amends and supplements the statement of Schedule
13D, dated November 20, 1992 and as amended and restated in its
entirety by Amendment No. 7 dated June 15, 1995 (the "Schedule
13D"), filed by Private Capital Management, Inc. and Bruce S.
Sherman, relating to the shares of Common Stock, no par value
(the "Shares"), of The Chicago Dock and Canal Trust (the
"Issuer"), the principal executive office of which is located at
455 East Illinois St., Suite 565, Chicago, Illinois 60611.
Capitalized terms used herein and not otherwise defined shall
have the meanings ascribed to such terms in the Schedule 13D.
Item 4. Purpose of Transaction
Item 4 is hereby amended to add the following paragraph at
the end of such section:
On July 20, 1995, Mr. Sherman, on behalf of PCM, met with
Mr. Edward McCormick Blair, Jr., Chairman of the Nominating
Committee of the Issuer's Board of Directors, and several other
trustees, to discuss, among other things, the letter to the
Issuer dated June 15, 1995. In addition to the other trustees,
Mr. Fred Eychaner, another signatory of the June 15th letter, was
in attendance. At the end of the meeting, Mr. Blair indicated
that no answer concerning the matters discussed at the meeting
and raised by the June 15th letter would be forthcoming until the
middle of August. Following the meeting, on July 28, 1995, Mr.
Sherman, on behalf of PCM, sent a letter to Mr. Blair requesting
that the Issuer indicate by the end of the following week whether
and in what manner the Issuer is prepared to address the concerns
expressed in the June 15th letter. A copy of the July 28th
letter is attached hereto as Exhibit 1.
Item 7. Material to be Filed as Exhibits
Exhibit 1. Letter dated July 28, 1995 from PCM to the
Issuer.
SIGNATURE
After reasonable inquiry and to the best of its
knowledge and belief, the undersigned certifies that the
information set forth in this statement is true, complete and
correct.
Dated: July 31, 1995
PRIVATE CAPITAL MANAGEMENT, INC.
By: /s/ Bruce S. Sherman
Bruce S. Sherman
President and Individually
Exhibit Index
Exhibit Page
1 Letter dated July 28, 1995 from PCM
to the Issuer
Exhibit 1
LETTER DATED JULY 28, 1995 FROM
PRIVATE CAPITAL MANAGEMENT, INC.
TO THE CHICAGO DOCK AND CANAL TRUST
July 28, 1995
Mr. Edward McCormick Blair, Jr.
c/o The Chicago Dock & Canal Trust
455 East Illinois Street
Suite 565
Chicago, IL 60611
Dear Ed:
I appreciated our dinner last week and thank you and the other
trustees. I trust that the dinner was helpful to you and the
other trustees in appreciating our sincere desire to enhance the
value of The Chicago Dock & Canal Trust on behalf of all
shareholders and to be part of the process that ensures that such
values are realized.
As you know, a significant amount of time has passed since my
letter to you dated June 15, 1995 and that only a short while is
yet to go before proxy materials will be mailed in connection
with this year's annual meeting. In this regard, I was
disappointed to hear at the end of our dinner that we should not
expect to be hearing from you until the middle of August. I know
that my sense of frustration is also shared by Fred Eychaner who
attended the dinner.
Accordingly, I am writing to urge you to let me know by the end
of next week whether and how the Company will be addressing the
concerns expressed in the June 15th letter so that there may be
ample time to consider and, if appropriate, take steps to
implement one or more of the available alternatives in light of
the best interests of all shareholders. If I do not hear from
you by such date, I will have no choice but to assume that the
Trust does not have any sincere interest in addressing the
concerns expressed in the earlier letter.
Once again, I thank you for the dinner and hope that we can work
together on behalf of all shareholders.
Sincerely,
Bruce S. Sherman
Chairman and President
BSS/lh
cc: Charles R. Gardner