UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
First Financial Fund, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
320228 10 9
(CUSIP Number)
Thomas R. Stephens, Esq.
Bartlit Beck Herman Palenchar & Scott
511 Sixteenth Street, Suite 700
Denver, Colorado 80202
(303) 592-3100
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
November 22, 1999
(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 ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.240.13d-7 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).
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CUSIP No. 320228 10 9 Page 2 of 6 Pages
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Ernest Horejsi Trust No. 1B
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(A)
(B)
3. SEC Use Only
4. Source of Funds (See Instructions) WC OO
5. Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d)or 2(e)
6. Citizenship or Place of Organization Kansas
Number of 7. Sole Voting Power 1,728,100
Shares Bene-
ficially 8. Shares Voting Power
Owned by Each
Reporting 9. Sole Dispositive Power 1,728,100
Person With
10. Shared Dispositive Power
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,728,100
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
13. Percent of Class Represented by Amount in Row (11)
6.9%
14. Type of Reporting Person (See Instructions)
OO
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CUSIP No. 320228 10 9 Page 3 of 6 Pages
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Stewart R. Horejsi
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(A)
(B)
3. SEC Use Only
4. Source of Funds (See Instructions) Not applicable
5. Check 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 0
Shares Bene-
ficially 8. Shares Voting Power 0
Owned by Each
Reporting 9. Sole Dispositive Power 0
Person With
10. Shared Dispositive Power 0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
0
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) X
13. Percent of Class Represented by Amount in Row (11)
0%
14. Type of Reporting Person (See Instructions)
IN
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Page 4 of 6 Pages
Amendment No. 1 to Statement on Schedule 13D
This amended statement on Schedule 13D relates to the Common
Stock, $.001 par value per share (the "Shares"), of First Financial
Fund, Inc., a Maryland corporation (the "Company"). Items 3, 4 and 5 of
this statement, previously filed by the Ernest Horejsi Trust No. 1B
(the "Trust"), as the direct beneficial owner of Shares, and Stewart R.
Horejsi, by virtue of the relationships described previously in this
statement, are hereby amended as set forth below.
Item 3. Source and Amount of Funds or Other Consideration.
No change except for the addition of the following:
The total amount of funds required by the Trust to purchase the Shares
as reported in Item 5(c) was $3,745,420.30. Such funds were provided by the
Trust's cash on hand and, as previously reported in this statement, from
intertrust advances from the Lola Brown Trust No. 1B. and margin borrowings
under an account maintained by the Trust with Merrill Lynch, Pierce, Fenner &
Smith Incorporated.
Item 4. Purpose of Transaction.
No change except for the addition of the following:
The Trust acquired the Shares described in Item 5(c) of this statement
in order to increase its equity interest in the Company. Depending upon their
evaluation of the Company's investments and prospects, and upon future
developments (including, but not limited to, performance of the Shares in the
market, the effective yield on the Shares, availability of funds, alternative
uses of funds, and money, stock market and general economic conditions), any of
the Reporting Persons or other entities that may be deemed to be affiliated with
the Reporting Persons may from time to time purchase Shares, and any of the
Reporting Persons or other entities that may be deemed to be affiliated with the
Reporting Persons may from time to time dispose of all or a portion of the
Shares held by such person, or cease buying or selling Shares. Any such
additional purchases or sales of the Shares may be in open market or
privately-negotiated transactions or otherwise.
Item 5. Interest in Securities of the Issuer.
No change except for the addition of the following:
(a) The Trust is the direct beneficial owner of 1,728,100 Shares, or
approximately 6.9% of the 25,064,981 Shares outstanding as of June 11, 1999,
according to information contained in the Company's 1999 proxy statement. By
virtue of the relationships reported in this statement, Mr. Horejsi may be
deemed to share indirect beneficial ownership of the Shares directly
beneficially owned by the Trust. Mr. Horejsi disclaims all such beneficial
ownership.
(c) The table below sets forth purchases of the Shares by the Trust
since October 21, 1999. Such purchases were effected by the Trust on the New
York Stock Exchange.
Approximate Price
Date Amount of Shares Per Share
(exclusive of commissions)
11/01/99 200 $8.5000
11/05/99 45000 $8.5000
11/05/99 2200 $8.5000
11/08/99 18200 $8.5000
11/09/99 52600 $8.5000
11/09/99 17800 $8.5000
11/10/99 26400 $8.5000
11/11/99 5300 $8.5000
11/17/99 2600 $8.6875
11/22/99 97400 $8.6875
11/22/99 10000 $8.6875
11/22/99 5200 $8.5625
11/22/99 5200 $8.5625
11/23/99 30000 $8.5000
11/23/99 20000 $8.4375
11/23/99 10000 $8.4375
11/23/99 10000 $8.4375
11/23/99 3000 $8.4375
11/24/99 17500 $8.4375
11/24/99 10000 $8.5000
11/24/99 10000 $8.5000
11/26/99 30000 $8.3750
11/26/99 10000 $8.4375
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Page 5 of 6 Pages
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.
Date: November 29, 1999
/s/ Stewart R. Horejsi
Stewart R. Horejsi
/s/ Stephen C. Miller
Stephen C. Miller, as Vice President of Badlands
Trust Company, trustee of the
Ernest Horejsi Trust No. 1B
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Page 6 of 6
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.
Date: November 29, 1999
---------------------------------
Stewart R. Horejsi
--------------------------------
Stephen C. Miller, as Vice President of Badlands
Trust Company, trustee of the
Ernest Horejsi Trust No. 1B
