SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
AEP Industries, Inc.
(Name of Issuer)
Common
(Title of Class of Securities)
001031103
(CUSIP Number)
Arthur Goetchius
EGS Partners, L.L.C., 300 Park Ave., 21st Fl., New York, NY 10022 212-755-9000
(Name, address and telephone number of person
authorized to receive notices and communications)
November 9, 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 follow-
ing 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 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
498,845
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
498,845
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
498,845
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
10.41%
_____________________________________________________________________________
(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
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
34,511
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
810,753
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
34,511
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
810,753
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
845,264
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
17.63%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
The Schedule 13D, initially filed on March 30, 1990, as amended, of (i)
EGS Associates, L.P., a Delaware limited partnership ("EGS Associates"), (ii)
EGS Partners, L.L.C., a Delaware limited liability company ("EGS Partners"),
(iii) Bev Partners, L.P., a Delaware limited partnership ("Bev Partners"),
(iv) Jonas Partners, L.P., a Delaware limited partnership ("Jonas Partners"),
(v) William Ehrman, (vi) Frederic Greenberg, (vii) Frederick Ketcher, and
(viii) Jonas Gerstl, relating to the common stock, $0.01 par value per share
(the "Common Stock") issued by AEP Industries, Inc. (the "Company"), is hereby
amended by this Amendment No. 14 to the Schedule 13D as follows:
Items 3 and 5 are hereby amended and restated in their entirety as
follows:
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 $1,079,567, $4,343,678, $1,262,716, $903,116, and
$146,657, 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 $60,011.
The net investment cost (excluding commissions, if any) of the shares of
Common Stock owned directly by Mr. Ehrman, is approximately $901,731.
The net investment cost (excluding commissions, if any) of the shares of
Common Stock owned directly by Mr. Ketcher, is approximately $44,130.
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 discre-
tionary accounts under management of EGS Partners. The shares of Common Stock
purchased by Messrs. Greenberg, Ketcher and Ehrman were purchased with person-
al 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 discre-
tionary 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 securi-
ties 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 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 4,794,025 shares outstanding, which is the total number
of shares of Common Stock outstanding as of September 8, 1995, as
reflected in the company"s report on Form 10-C filed with the
Securities and Exchange Commission (the "Commission") on Septem-
ber 18, 1995 (which is the most recent Form 10-C on file).
As of the close of business on November 9, 1995:
(i) EGS Associates owns beneficially 128,120 shares of Common
Stock, constituting approximately 2.67% 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 340,659
shares (constituting approximately 7.11% 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 498,845 shares
of Common Stock, constituting approximately 10.41% of the shares outstanding.
(iii) Bev Partners owns beneficially 120,033 shares of Common
Stock, constituting approximately 2.50% of the shares outstanding.
(iv) Jonas Partners owns 19,739 shares of Common Stock, consti-
tuting less than 1% of the shares outstanding.
(v) Mr. Ehrman owns directly, and beneficially through ownership
by members of his immediate family, 78,527 shares of Common Stock, constitut-
ing approximately 1.64% of the shares outstanding.
(vi) Mr. Greenberg owns directly, and beneficially through owner-
ship by members of his immediate family, 6,804 shares of Common Stock, consti-
tuting less than 1% of the shares outstanding.
(vii) Mr. Ketcher owns directly 4,802 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 128,120 shares beneficially owned by
EGS Associates, the 498,845 shares beneficially owned by EGS Partners, the
120,033 shares beneficially owned by Bev Partners and the 19,739 shares bene-
ficially owned by Jonas Partners. When the shares beneficially owned by EGS
Associates, EGS Partners, Bev Partners, and Jonas Partners are aggregated,
they total 766,737 shares of Common Stock, constituting approximately 15.99%
of the shares outstanding.
(viii) In the aggregate, the Reporting Persons beneficially
own a total of 856,870 shares of Common Stock, constituting approximately
17.87% 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 Reporting Person that is an individual 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 pur-
chased or sold and price per share for all transactions in the Common Stock
from the 60th day prior to November 9, 1995 until November 9, 1995 by EGS
Associates, EGS Partners (excluding EGS Overseas), Bev Partners, Jonas Part-
ners, Mr. Greenberg, Mr. Ketcher and Mr. Ehrman are set forth in Schedules A,
B, C, D, E, F, and G, respectively. All such transactions were effected in
the over-the-counter market. During such period, EGS Overseas and Mr. 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.
<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: 11/16/95 /s/ William Ehrman
William Ehrman, individually and as
general partner of each of EGS ASSO-
CIATES, L.P., BEV PARTNERS, L.P. and
JONAS PARTNERS, L.P. and as a member
of EGS PARTNERS, L.L.C.
/s/ Frederic Greenberg
Frederic Greenberg, individually and
as general partner of each of EGS
ASSOCIATES, L.P., BEV PARTNERS, L.P.
and JONAS PARTNERS, L.P. and as a
member of EGS PARTNERS, L.L.C.
/s/ Frederick Ketcher
Frederick Ketcher, individually and
as general partner of each of EGS
ASSOCIATES, L.P., BEV PARTNERS, L.P.
and JONAS PARTNERS, L.P. and as a
member of EGS PARTNERS, L.L.C.
/s/ Jonas Gerstl
Jonas Gerstl, individually and as
general partner of each of EGS
ASSOCIATES, L.P., BEV PARTNERS, L.P.
and JONAS PARTNERS, L.P. and as a
member of EGS PARTNERS, L.L.C.
<PAGE>
Schedule A
EGS Associates, L.P.
Transactions in the Common Stock
Price Per Share
Date of Number of (including
Transaction Shares Purchased/(Sold) Commissions, if any)
9/15/95 (112,031) 22.75
<PAGE>
Schedule B
EGS Partners, L.L.C.
Transactions in the Common Stock
Price Per Share
Date of Number of (including
Transaction Shares Purchased/(Sold) Commissions, if any)
9/11/95 10,000 22.00
9/12/95 15,000 22.25
9/15/95 (76,151) 22.75
9/21/95 2,000 23.75
9/21/95 1,000 24.25
9/25/95 4,500 23.45
10/9/95 900 22.18
10/10/95 1,000 21.88
10/19/95 1,000 22.32
10/19/95 4,300 21.38
10/20/95 1,200 22.32
10/23/95 300 22.32
10/25/95 700 22.82
10/26/95 2,000 22.04
10/27/95 2,800 22.50
10/30/95 2,500 22.47
10/31/95 17,844 21.63
10/31/95 1,500 22.24
11/3/95 1,500 22.57
11/6/95 500 22.32
11/7/95 1,000 22.32
11/8/95 800 22.57
11/9/95 3,000 21.49
<PAGE>
Schedule C
Bev Partners, L.P.
Transactions in the Common Stock
Price Per Share
Date of Number of (excluding
Transaction Shares Purchased/(Sold) Commissions, if any)
9/15/95 (104,960) 22.75
<PAGE>
Schedule D
Jonas Partners, L.P.
Transactions in the Common Stock
Price Per Share
Date of Number of (excluding
Transaction Shares Purchased/(Sold) Commissions, if any)
9/15/95 (17,261) 22.75
<PAGE>
Schedule E
Frederic Greenberg
Transactions in the Common Stock
Price Per Share
Date of Number of (excluding
Transaction Shares Purchased/(Sold) Commissions, if any)
9/15/95 (5,247) 22.75
9/15/95 (699)* 22.75
_________________________
* Shares held in an account for the benefit of Mr. Greenberg's wife.
<PAGE>
Schedule F
Frederick Ketcher
Transactions in the Common Stock
Price Per Share
Date of Number of (excluding
Transaction Shares Purchased/(Sold) Commissions, if any)
9/15/95 (4,198) 22.75
<PAGE>
Schedule G
William Ehrman
Transactions in the Common Stock
Price Per Share
Date of Number of (excluding
Transaction Shares Purchased Commissions, if any)
9/15/95 (28,339) 22.75
9/15/95 (20,246)* 22.75
9/15/95 (16,188)** 22.75
9/20/95 500 24.51
9/25/95 400 23.75
9/29/95 500 21.75
10/6/95 400 22.25
10/10/95 500** 22.00
10/10/95 300 21.75
10/11/95 300* 21.75
10/23/95 300* 21.75
11/1/95 500** 22.50
11/6/95 200** 22.50
11/7/95 300** 22.25
11/9/95 250** 22.75
_________________________
* 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.
