<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
LARIZZA INDUSTRIES, INC.
(Name of Issuer)
COMMON
(Title of Class of Securities)
517235107
(CUSIP Number)
Check the following box if a fee is being paid with this
statement
(A fee is not required only if the filing 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.)
*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 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).
(Continued on following page(s))
Page 1 of 12 Pages
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________________________________________________________________
13G
CUSIP NO. 517235107 PAGE 2 OF 12 PAGES
______________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OPPENHEIMER GROUP, INC.
I.R.S. NO. 13-3331657
______________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
______________________________________________________________
3 SEC USE ONLY
______________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
______________________________________________________________
NUMBER OF 5 SOLE VOTING POWER
SHARE 3,106,140
_______________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
_______________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 3,106,140
_______________________________________________
PERSON 8 SHARED DISPOSITIVE POWER
WITH 0
______________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
3,106,140
______________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
______________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
14.062%
______________________________________________________________
12 TYPE OF REPORTING PERSON
HC
_____________________________________________________________
PAGE
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________________________________________________________________
13G
CUSIP NO. 517235107 PAGE 3 OF 12 PAGES
______________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OPPENHEIMER & CO., INC.
I.R.S. NO. 13-2798343
______________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
______________________________________________________________
3 SEC USE ONLY
______________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
______________________________________________________________
NUMBER OF 5 SOLE VOTING POWER
SHARE 3,106,140
_______________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
______________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 3,106,140
_______________________________________________
PERSON 8 SHARED DISPOSITIVE POWER
WITH 0
______________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
3,106,140
______________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
______________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
14.062%
______________________________________________________________
12 TYPE OF REPORTING PERSON
BD
_____________________________________________________________
PAGE
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______________________________________________________________
13G
CUSIP NO. 517235107 PAGE 4 OF 12 PAGES
______________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OPPENHEIMER HORIZON MANAGEMENT, L.P.
I.R.S. NO. 13-3438089
______________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
______________________________________________________________
3 SEC USE ONLY
______________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
______________________________________________________________
NUMBER OF 5 SOLE VOTING POWER
SHARE 1,429,752
_______________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
_______________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 1,429,752
_______________________________________________
PERSON 8 SHARED DISPOSITIVE POWER
WITH 0
______________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,429,752
______________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
______________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.473%
______________________________________________________________
12 TYPE OF REPORTING PERSON
IA
______________________________________________________________
PAGE
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______________________________________________________________
13G
CUSIP NO. 517235107 PAGE 5 OF 12 PAGES
______________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OPPENHEIMER INSTITUTIONAL HORIZON MANAGEMENT, L.P.
I.R.S. NO. 13-3552632
______________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
______________________________________________________________
3 SEC USE ONLY
______________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
______________________________________________________________
NUMBER OF 5 SOLE VOTING POWER
SHARE 1,386,468
_______________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
_______________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 1,386,468
_______________________________________________
PERSON 8 SHARED DISPOSITIVE POWER
WITH 0
______________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,386,468
______________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
______________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.277%
______________________________________________________________
12 TYPE OF REPORTING PERSON
IA
______________________________________________________________
PAGE
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Page 6 of 12 Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Check the following box if a fee is being paid with this
Statement
Item 1(b) Name of Issuer: Larizza Industries, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
Suite 1040 201 West Big Beaver Road, Troy, MI 48084
Item 2(a) Name of Person Filing:
Oppenheimer Group, Inc.
Item 2(b) Address of Principal Business Office:
Oppenheimer Tower, World Financial Center
New York, New York 10281
Item 2(c) Citizenship:
Organized under the laws of the State of Delaware
Item 2(d) Title of Class of Securities:
Common
Item 2(e) CUSIP Number: 517235107
Item 3(g) ____X____ Parent Holding Company, in accordance with
Section 240.13d - 1(b)(1)(ii)(G)
See Exhibit I
Item 4(a) Amount Beneficially Owned:
3,106,140 *
Item 4(b) Percent of Class:
14.062% *
* Includes amounts held by Oppenheimer & Co. Inc.
("Oppenheimer") for itself and as agent for Oppenheimer
Horizon Management, L.P., Oppenheimer Institutional Horizon
Management, L.P. and International Horizon Management, L.P.
(collectively, the "Partnerships"). (Oppenheimer and the
Partnerships are hereinafter sometimes referred to as the
"Reporting Persons").
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Page 7 of 12 Pages
Item 4(c)(i) Sole Power to Vote or to direct the vote -
1,386,468 *
Item 4(c)(ii) Shared power to vote or to direct the vote -
0
Item 4(c)(iii) Sole power to dispose or to direct the disposition of -
1,386,468 *
Item 4(c)(iv) Shared power to dispose or to direct the disposition of -
0
Item 5 Ownership of Five Percent or Less of a Class:
Inapplicable
Item 6 Ownership of More than Five Percent on Behalf of
Another Person:
See Exhibit A Hereto
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company:
See Exhibit II
Item 8 Identification and Classification of Members of the Group:
Inapplicable
Item 9 Notice of Dissolution of Group:
Inapplicable
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.
Date: February 13, 1995
Signature: By: /s/ Robert I. Kleinberg
Name/Title: Robert I. Kleinberg, Vice President/Secretary
* Includes amounts held by Oppenheimer & Co. Inc. ("Oppenheimer") for
itself and as agent for Oppenheimer Horizon Management, L.P., Oppenheimer
Institutional Horizon Management, L.P. and International Horizon
Management, L.P. (collectively, the "Partnerships"). (Oppenheimer and the
Partnerships are hereinafter sometimes referred to as the "Reporting
Persons").
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Page 8 of 12 pages
EXHIBIT I
Oppenheimer Group, Inc. ("Oppenheimer Group") is a holding company
which owns directly and indirectly a variety of subsidiary companies
("Subsidiaries") including the companies identified on the exhibit to
this Schedule 13G engaged in various aspects of the financial services
business. 83.39% of the issued and outstanding Common Stock of
Oppenheimer Group is owned by Oppenheimer & Co., L.P., ("Oppenheimer
LP"), a limited partnership formed by the management of Oppenheimer.
The general and limited partnership interests in Oppenheimer LP are
owned by employees of Oppenheimer & Co., Inc. ("Opco") and its
affiliates and include the executive officers of Opco. 16.61% of
Group's capital stock has been issued to certain Oppenheimer LP
warrantholders upon presentation for exercise of warrants issued to
various investors in Oppenheimer LP's 1986 Private Placement. Opco, a
diversified investment banking and securities firm, is a wholly-owned
subsidiary of Oppenheimer Holdings, Inc. ("Holdings"), an indirect
wholly-owned subsidiary of Group. Holdings is a general partner of
Oppenheimer Horizon Management, L.P., Oppenheimer Institutional Horizon
Management, L.P. and International Horizon Management, L.P., management
limited partnerships, each being, in turn, a registered investment
adviser to a limited partnership and/or fund in which clients of
Oppenheimer are solicited to invest.
PAGE
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Page 9 of 12 Pages
The amendment to Schedule 13G is being filed by Oppenheimer Group as a
parent holding company pursuant to the provisions of Rule 13(d) - (1)
(b) on behalf of Oppenheimer LP and the Subsidiaries and/or certain
investment advisory clients or discretionary accounts of the
Subsidiaries and relating to their collective beneficial ownership of
shares of common stock of the Issuer.
Management of the affairs of Oppenheimer Group, the Subsidiaries and of
certain advisory clients including decisions respecting dispositions
and/or voting of the shares of the common stock of the Issuer resides
in respective officers and directors of the Subsidiaries and is not
directed by Oppenheimer Group or Oppenheimer LP.
Accordingly, the filing of this amendment to Schedule 13G by
Oppenheimer Group is not intended as, and should not be deemed, an
acknowledgment of beneficial ownership or shared voting or dispositive
power by Oppenheimer Group, Oppenheimer LP or any intermediary company
of the shares of the common stock of the Issuer owned by such
Subsidiaries or investment advisory clients of investment advisory
clients, such beneficial ownership or attribution or shared voting or
dispositive power being disclaimed.
mik8-exhibit.I
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Page 10 of 12 Pages
EXHIBIT A
The Board of Directors, certain officers and other employees of
Oppenheimer & Co., Inc., a registered broker-dealer, have the power
to direct the use of dividends or proceeds of sale of more than 5%
of such securities as disclosed on Page 3 hereof. The General
Partner of Oppenheimer Horizon Management, L.P. and certain persons
to whom it has delegated the authority, have the power on behalf of
Oppenheimer Horizon Management, L.P. to direct the use of dividends
or proceeds of sale of more than 5% of these securities. The General
Partner of Oppenheimer Institutional Horizon Management, L.P. and
certain persons to whom it has delegated the authority, have the
power on behalf of Oppenheimer Institutional Horizon Management,
L.P. to direct the use of dividends or proceeds of sale of more than
5% of these securities. The General Partner of International
Horizon Management, L.P. and certain persons to whom it has delegat-
ed the authority, have the power on behalf of International Horizon
Management, L.P. to direct the use of dividends or proceeds of sale
of less than 5% of these securities.
PAGE
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Page 11 of 12 Pages
EXHIBIT II
The Parent Holding Company is filing on behalf of Oppenheimer
Financial Corp., Oppenheimer Equities, Inc. and Oppenheimer Hold-
ings, Inc. which would be classified as Item 3(g), Oppenheimer &
Co., Inc. which would be classified as Item 3(a), and Oppenheimer
Horizon Management, L.P., Oppenheimer Institutional Horizon Manage-
ment, L.P. and International Horizon Management, L.P. which would be
classified as Item 3(e).
MIK8-EX-IIA
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Page 12 of 12 Pages
EXHIBIT III
The undersigned hereby acknowledge and agree that a report on
Schedule 13G being filed by Oppenheimer Group, Inc. on or about
the date hereof, relating to the common stock of Larizza Indus-
tries, Inc. is filed on behalf of the undersigned.
DATED: February 1, 1995
OPPENHEIMER & CO., INC.
By: /s/ Robert I. Kleinberg
Robert I. Kleinberg
Executive Vice President & Secretary
OPPENHEIMER HORIZON MANAGEMENT, L.P.
By: Oppenheimer Holdings, Inc., Its General Partner
By: /s/ Robert I. Kleinberg
Robert I. Kleinberg
Vice President & Secretary
OPPENHEIMER INSTITUTIONAL HORIZON MANAGEMENT, L.P.
By: Oppenheimer Holdings, Inc., Its General Partner
By: /s/ Robert I. Kleinberg
Robert I. Kleinberg
Vice President & Secretary
DATED: February 1, 1995
MIK8-LARIZZA.195
