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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 7)*
PINKERTON'S, INC.
________________________________________
(NAME OF ISSUER)
COMMON STOCK
_______________________________________
(TITLE OF CLASS OF SECURITIES)
723429106
______________________________________
(CUSIP NUMBER)
* THE INFORMATION REQUIRED IN THE REMAINDER OF THIS COVER PAGE SHALL NOT
BE DEEMED "FILED" FOR THE PURPOSE OF SECTION 18 OF THE SECURITIES EXCHANGE ACT
OF 1934 (THE "ACT") OR OTHERWISE SUBJECT TO THE LIABILITIES OF THAT SECTION OF
THE ACT BUT SHALL BE SUBJECT TO ALL OTHER PROVISIONS OF THE ACT.
PAGE 1 OF 5 PAGES
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Pinkerton's, Inc. ("Issuer")
Amendment No. 7
CUSIP No. 723429106 13G
_______________________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Thomas W. Wathen
_______________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)
(b) X
_______________________________________________________________________________
(3) SEC USE ONLY
_______________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
_______________________________________________________________________________
: (5) SOLE VOTING POWER
3,757,010 shares (including 32,250
shares issuable upon exercise of stock
options)
NUMBER OF SHARES BENEFICIALLY _____________________________________________
OWNED BY EACH REPORTING PERSON : (6) SHARED VOTING POWER
WITH Not applicable
_____________________________________________
: (7) SOLE DISPOSITIVE POWER
3,757,010 shares (including 32,250
shares issuable upon exercise of stock
options)
_____________________________________________
: (8) SHARED DISPOSITIVE POWER
Not applicable
_______________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,757,010 shares (including 32,250 shares issuable upon exercise of stock
options)
_______________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
N/A
_______________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
29.8%
_______________________________________________________________________________
(12) TYPE OF REPORTING PERSON
IN
Page 2 of 5 Pages
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Pinkerton's, Inc. ("Issuer")
Amendment No. 7
CUSIP No. 723429106 13G
________________________________________________________________________________
Item 1.
(a) Name of Issuer: Pinkerton's, Inc. ("Issuer")
(b) Address of Issuer's Principal Executive Offices:
15910 Ventura Blvd., Suite 900
Encino, CA 91436-2810
Item 2.
(a) Name of Person Filing: Thomas W. Wathen. Mr. Wathen is the Chairman
of the Board of the Issuer.
(b) Address of Principal Business Office or, if None, Residence:
c/o Pinkerton's, Inc.
15910 Ventura Blvd., Suite 900
Encino, CA 91436-2810
(c) Citizenship: U.S.A.
(d) Title of Class of Securities: Common Stock ("Securities")
(e) CUSIP Number: 723429106
Item 3. Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned: As of December 31, 1997, Mr. Wathen
beneficially owned 3,757,010 shares of the Issuer's common stock. Of the
foregoing shares, 21,723 shares are held of record by the Thomas W. Wathen
Charitable Remainder Unitrust dated September 20, 1993, an irrevocable trust for
which the reporting person is the settlor, trustee and 6% income beneficiary;
3,681,415 shares held of record by the Thomas W. Wathen Trust dated September 1,
1988, a revocable trust for which Mr. Wathen is the settlor, trustee and
beneficiary; 21,622 shares in the Thomas W. Wathen Foundation, an irrevocable
trust for which the reporting person is the settlor and trustee; and 32,250
shares issuable upon the exercise of stock options which are exercisable within
60 days.
(b) Percent of Class: As of December 31, 1997, Mr. Wathen beneficially
owned 29.8% of the Issuer's Outstanding Common Stock.
Page 3 of 5 Pages
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Pinkerton's, Inc. ("Issuer")
Amendment No. 7
CUSIP No. 723429106 13G
________________________________________________________________________________
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: 3,757,010 shares
(including 32,500 shares issuable upon exercise of stock
options).
(ii) shared power to vote or direct the vote: None.
(iii) sole power to dispose or to direct the disposition of:
3,757,010 shares (including 32,500 shares issuable upon exercise
of stock options).
(iv) shared power to vote to dispose or to direct the disposition of:
None.
Item 5. Ownership of Five Percent or Less of a Class:
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported or by the Parent Holding Company:
Not applicable.
Item 8. Identification and Classification of Members of the Group:
Not Applicable.
Item 9. Notice of Dissolution of Group:
Not applicable.
Page 4 of 5 Pages
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Pinkerton's, Inc. ("Issuer")
Amendment No. 7
CUSIP No. 723429106 13G
________________________________________________________________________________
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 16, 1998
Thomas W. Wathen
By: /s/ James P. McCloskey
Attorney-in-Fact
________________________
Thomas W. Wathen
By: James P. McCloskey
Attorney-in-Fact*
* Power of Attorney has been previously filed.
Page 5 of 5 Pages
