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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)
CHICAGO DOCK & CANAL TRUST
(Name of Issuer)
COMMON STOCK, NO PAR VALUE
(Title of Class of Securities)
167339100
(CUSIP Number)
Rodd M. Baxter, Esq.
Cowen & Company
Financial Square
New York, New York 10005
(212) 495-5618
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
April 10, 1996
(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. [X]
Check the following box if a fee is being paid with the statement [ ].
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SCHEDULE 13D
Cusip No. 167339100
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cowen & Company
13-5616116
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
(a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS (See Instructions)
PF, 00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
[]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES 7. SOLE VOTING POWER 88,300
BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH 8. SHARED VOTING POWER 174,900
9. SOLE DISPOSITIVE POWER 88,300
10. SHARED DISPOSITIVE POWER 353,900
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
442,200
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.7%
14. TYPE OF REPORTING PERSON (See Instructions)
BD, IA, PN
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SCHEDULE 13D
Cusip No. 167339100
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cowen Incorporated
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) []
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS (See Instructions)
AF, 00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
[]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES 7. SOLE VOTING POWER 88,300
BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH 8. SHARED VOTING POWER 174,900
9. SOLE DISPOSITIVE POWER 88,300
10. SHARED DISPOSITIVE POWER 353,900
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
442,200
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.7%
14. TYPE OF REPORTING PERSON (See Instructions)
CO
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SCHEDULE 13D
Cusip No. 167339100
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joseph M. Cohen
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) []
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS (See Instructions)
AF, 00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
[]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES 7. SOLE VOTING POWER 88,300
BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH 8. SHARED VOTING POWER 174,900
9. SOLE DISPOSITIVE POWER 88,300
10. SHARED DISPOSITIVE POWER 353,900
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
442,200
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.7%
14. TYPE OF REPORTING PERSON (See Instructions)
IN
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This statement amends and supplements the information set forth in the
Schedule 13D filed by the Reporting Persons (as defined therein) with the
Securities and Exchange Commission (the "Commission") on June 26, 1995 and
constitutes Amendment No. 1 to the Schedule 13D. Capitalized terms used herein
without definition shall have the meaning assigned to such terms in the Schedule
13D.
Item 3. Source and Amount of Funds or Other Consideration.
The aggregate cost of the Shares beneficially owned by Cowen as set
forth below in Item 5(c) was approximately $350,687.50. Of these Shares, 10,000
were acquired using $135,000 of funds in a Cowen investment account and 14,500
Shares were acquired using $215,687.50 of available funds held in Cowen's
clients' investment management accounts for which Cowen serves as discretionary
investment manager. Some of these investment management accounts are margin
accounts maintained with Cowen which extends margin credit to its clients as and
when required to open or carry positions in the margin accounts, subject to
applicable Federal margin regulations and Cowen's credit policies. However, to
the best knowledge of Cowen, none of its margin account clients incurred any
borrowing in connection with the acquisition of the Shares.
Item 5. Interest in Securities of the Issuer.
Paragraphs (a)-(c) of Item 5 are revised and amended in their entirety
as set forth below:
(a)-(b) As of the date hereof, the aggregate number and
percentage of outstanding Shares beneficially owned by Cowen, Cowen Incorporated
(in its capacity as the sole general partner of Cowen) and Mr. Cohen (in his
capacity as the Voting Trustee), including the number of Shares as to which they
have sole power to vote or direct the vote, shared power to vote or direct the
vote, sole power to dispose or direct the disposition or shared power to dispose
or direct the disposition, is set forth as follows:
Aggregate number of shares beneficially owned:
442,200
Number of shares with sole power to vote:
88,300
Number of shares with shared power to vote:
174,900
Number of shares with sole power to dispose:
88,300
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Number of shares with shared power to dispose:
353,900
Cowen shares voting and dispositive power as to 174,900 and 353,900
Shares, respectively, with certain clients of Cowen Asset Management, a division
of Cowen. In the regular course of its business, Cowen Asset Management manages
securities held in the investment managements account of its clients. None of
these clients individually own beneficially more than five percent of the
outstanding Shares.
As of August 19, 1996, the number of Shares outstanding, as reported by
the Trust in its Quarterly Report on Form 10-Q, was 5,784,000. The number of
Shares beneficially owned by the Reporting Persons represents 7.7% of the
outstanding Shares.
None of Messrs. Greenberger and Merritt has any beneficial ownership
in any Shares.
(c) Within the sixty (60) days prior to April 10, 1996, through August
21, 1996, Cowen effected on behalf of itself and its clients with market makers
in the Shares the following purchases and sales of the Shares for its clients'
investment management accounts:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Purchase Date Number of Shares Per Share Price
6/27/96 14,500 14 7/8
3/1/96 4,000 13 1/2
3/5/96 6,000 13 1/2
Sale Date Number of Shares Per Share Price
3/8/96 36,500 13 7/8
4/10/96 35,000 13 3/8
4/11/96 2,000 13 7/8
</TABLE>
(d) Clients of Cowen having Shares held in their investment management
accounts have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sales of, the Shares. None of such
clients have any interest relating to more than five percent of the Shares.
(e) Not applicable.
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After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
Agreement is true, complete and correct.
Date: August 30, 1996
COWEN & COMPANY
By: COWEN INCORPORATED
Its General Partner
By: /s/ David Sarns
Name: David Sarns
Title: Managing Director
COWEN INCORPORATED
By: /s/ David Sarns
Name: David Sarns
Title: Managing Director
/s/ Joseph M. Cohen
Joseph M. Cohen
