SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 4)
Under the Securities Exchange Act of 1934
Portec, Inc.
(Name of Issuer)
Common Stock Par Value $1.00 Per Share
(Title of Class and Securities)
736202102
(CUSIP Number of Class of Securities)
J. Hamilton Crawford, Jr., Gabelli Funds, Inc.,
One Corporate Center, Rye, NY 10580-1434 (914) 921-5067
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
April 25, 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 State-
ment because of Rule 13D-1(b)(3) or (4), check the following box:
____
/___/
Check the following box if a fee is being paid with this State-
ment:
_____
/ /
<PAGE>
________________________________________________________________
CUSIP No. 736202102 13D
_________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
GAMCO Investors, Inc. I.D. No. 13-2951242
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
____
(a) /___/
____
(b) /___/
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS*
OO: Funds of investment advisory clients
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) _____
/ x /
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
_________________________________________________________________
: (7) SOLE VOTING POWER
: 298,060 (Item 5)
:________________________
: (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING :________________________
PERSON WITH : (9) SOLE DISPOSITIVE
: POWER
: 318,060 (Item 5)
:________________________
:(10) SHARED DISPOSITIVE
: POWER
: None
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
318,060 (Item 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* ____
/___/
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
7.40%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON*
IA
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
_______________________________________
CUSIP No. 736202102 13D
_________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Gabelli International Limited II I.D. No. Foreign
Corporation
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
____
(a) /___/
____
(b) /___/
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS*
WC
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ____
/___/
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
_________________________________________________________________
: (7) SOLE VOTING POWER
: 42,000 (Item 5)
:________________________
: (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING :________________________
PERSON WITH : (9) SOLE DISPOSITIVE
: POWER
: 42,000 (Item 5)
:________________________
:(10) SHARED DISPOSITIVE
: POWER
: None
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
42,000 (Item 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* ____
/___/
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.98%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON*
CO
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
___________________________________
CUSIP No. 736202102 13D
_________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Gabelli Performance Partnership I.D. No. 13-3396569
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
____
(a) /___/
____
(b) /___/
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS*
AF: Funds of Gabelli Performance Partnership
_________________________________________________________________
(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
_________________________________________________________________
: (7) SOLE VOTING POWER
: 61,600 (Item 5)
:________________________
: (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING :________________________
PERSON WITH : (9) SOLE DISPOSITIVE
: POWER
: 61,600 (Item 5)
:________________________
:(10) SHARED DISPOSITIVE
: POWER
: None
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,600 (Item 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* ____
/___/
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
1.43%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON*
CO
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
____________________________________
CUSIP No. 736202102 13D
_________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Gabelli International Limited I.D. No. Foreign
Corporation
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
____
(a) /___/
____
(b) /___/
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS*
WC
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ____
/___/
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
_________________________________________________________________
: (7) SOLE VOTING POWER
: 33,000 (Item 5)
:________________________
: (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING :________________________
PERSON WITH : (9) SOLE DISPOSITIVE
: POWER
: 33,000 (Item 5)
:________________________
:(10) SHARED DISPOSITIVE
: POWER
: None
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
33,000 (Item 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* ____
/___/
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.77%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON*
CO
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
____________________________________
CUSIP No. 736202102 13D
_________________________________________________________________
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Mario J. Gabelli I.D. No. ###-##-####
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
____
(a) /___/
____
(b) /___/
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS*
WC
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ____
/ x /
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
USA
_________________________________________________________________
: (7) SOLE VOTING POWER
: None (Item 5)
:________________________
: (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING :________________________
PERSON WITH : (9) SOLE DISPOSITIVE
: POWER
: None (Item 5)
:________________________
:(10) SHARED DISPOSITIVE
: POWER
: None
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None (Item 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
EXCLUDES CERTAIN SHARES* _____
/ x /
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.00%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON*
IN
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1. Security and Issuer
This Amendment No. 4 to Schedule 13D on Portec, Inc. ,
(the "Issuer"), is being filed on behalf of the undersigned to
amend the Schedule 13D, as amended (the "Schedule 13D") which was
originally filed on April 1, 1994. Unless otherwise indicated, all
capitalized terms used herein but not defined herein shall have the
same meaning as set forth in the Schedule 13D.
Item 2. Identity and Background
This statement is being filed by Mario J. Gabelli ("Mr.
Gabelli") and various entities which he directly or indirectly
controls and for which he acts as chief investment officer. These
entities, except for Lynch Corporation ("Lynch"), Spinnaker
Industries, Incorporated ("Spinnaker", formerly known as Safety
Railway Services Corporation), Western New Mexico Telephone Company
("Western New Mexico") and Inter-Community Telephone Company
("Inter-Community") engage in various aspects of the securities
business, primarily as investment advisor to various institutional
and individual clients, including registered investment companies
and pension plans, as broker/dealer and as managing general partner
of various private investment partnerships. Certain of these
entities may also make investments for their own account.
The foregoing persons in the aggregate often own benefi-
cially more than 5% of a class of equity securities of a particular
Issuer. Although several of the foregoing persons are treated as
institutional investors for purposes of reporting their beneficial
ownership on the short-form Schedule 13G, the holdings of those who
do not qualify as institutional investors may exceed the 1%
threshold presented for filing on Schedule 13D or implementation of
their investment philosophy may from time to time require action
which could be viewed as not completely passive. In order to avoid
any question as to whether their beneficial ownership is being
reported on the proper form and in order to provide greater
investment flexibility and administrative uniformity, these persons
have decided to file their beneficial ownership reports on the more
detailed Schedule 13D form rather than on the short-form Schedule
13G and thereby to provide more expansive disclosure than may be
necessary.
(a), (b) and (c) - This statement is being filed by one
or more of the following persons: Gabelli Funds, Inc. ("GFI"),
GAMCO Investors, Inc. ("GAMCO"), Gabelli Securities, Inc. ("GSI"),
Gabelli & Company, Inc. ("Gabelli & Company"), Gabelli Performance
Partnership ("GPP"), GLI, Inc. ("GLI"), The Gabelli Associates Fund
("Gabelli Associates"), Gabelli Associates Limited ("GAL"), The
Gabelli & Company, Inc. Profit Sharing Plan (the "Plan"); Gabelli
International Limited ("GIL"), Gabelli International II Limited
("GIL II"), ALCE Partners, L.P. ("ALCE"), Gabelli Multimedia
Partners, L.P. ("Multimedia Partners"), Mario J. Gabelli ("Mr.
Gabelli"), Lynch, Spinnaker, Western New Mexico and Inter-Communi-
ty. Those of the foregoing persons signing this Schedule 13D are
hereafter referred to as the "Reporting Persons".
GAMCO, a majority owned subsidiary of GFI, is an
investment adviser registered under the Investment Advisers Act of
1940, as amended. GAMCO is a money manager providing discretionary
managed account services in the equity area for employee benefit
plans, private investors, endowments and foundations.
Gabelli & Company, a wholly-owned subsidiary of GSI, is
a broker-dealer registered under the l934 Act, which as a part of
its business regularly purchases and sells securities for its own
account. In addition, shares are held for clients who have granted
Gabelli & Company trading authorization over their investment
accounts.
GLI, a wholly-owned subsidiary of GSI, is a general
partner of G&R Partners, a Delaware partnership ("G&R"), which, in
turn ,is the general partner of Gabelli-Rosenthal & Partners, L.P.,
a Delaware limited partnership ("G-R"), whose primary business
purpose is to do friendly leveraged buyouts. At the present time,
G-R's sole business purpose is to monitor the existing portfolio
investments.
Gabelli Associates, a New York limited partnership, is a
limited partnership whose primary business purpose is risk
arbitrage investments. GSI and Mr. Gabelli are the general
partners of Gabelli Associates.
GAL is a corporation whose primary business purpose is
risk arbitrage investments. Shares of GAL's Common Stock will be
offered only to persons who are neither citizens nor residents of
the United States and may be offered to a limited number of U.S.
investors consisting primarily of pension and profit sharing
trusts, charities and other tax-exempt entities. The investments
of GAL are managed by Gabelli Securities, Inc. (the "Investment
Manager") with Mr. Gabelli as the Chief Investment Officer.
GSI, a majority owned subsidiary of GFI, is a holding
company which as a part of its business regularly purchases and
sells securities for its own account. It is the immediate parent
of Gabelli & Company. In addition, GSI and Mr. Gabelli are the
general partners of Gabelli Associates.
On August 31, 1990, Gabelli Funds, Inc., formerly a
wholly-owned subsidiary of The Gabelli Group, Inc. ("TGGI") was
merged into TGGI. Subsequent to the merger on September 18, 1990,
TGGI's name was changed to Gabelli Funds, Inc. ("GFI"). GFI is the
ultimate parent company for a variety of companies engaged in the
securities business, each of which is named above. In addition,
GFI is an investment adviser registered under the Investment
Advisers Act of 1940, as amended. GFI is an investment adviser
which presently provides discretionary managed account services for
The Gabelli Equity Trust, Inc., The Gabelli Asset Fund, The Gabelli
Growth Fund, The Gabelli Convertible Securities Fund, The Gabelli
Value Fund Inc., The Gabelli Small Cap Growth Fund, The Gabelli
Equity Income Fund, The Gabelli ABC Fund, The Gabelli Global
Telecommunications Fund, Gabelli Gold Fund, Inc., The Gabelli
Global Multimedia Trust Inc., The Gabelli Global Convertibles
Securities Fund, and the Gabelli Global Interactive Couch Potato
Fund which are registered management investment companies.
The Plan, a qualified employee profit sharing plan,
covers substantially all employees of GFI and its affiliates.
GPP, a Delaware limited partnership, is a limited
partnership whose primary business purpose is investments in
securities. Mr. Gabelli is the general partner and chief invest-
ment officer of GPP.
GIL is a corporation whose primary business purpose is
investing primarily in a portfolio of equity securities and
securities convertible into, or exchangeable for equity securities
in order to achieve its investment objective of significant
long-term growth of capital. Shares of GIL's Common Stock are
offered only to persons who are neither citizens nor residents of
the United States and may be offered to a limited number of U.S.
investors consisting primarily of pension and profit sharing
trusts, charities and other tax-exempt entities. The investments
of GIL are managed by Mr. Gabelli (the "Investment Manager") who is
also a director and Chairman of the Board of Directors of GIL.
GIL II is a corporation whose primary business purpose is
investing primarily in a portfolio of equity securities and
securities convertible into, or exchangeable for equity securities
in order to achieve its investment objective of significant
long-term growth of capital. Shares of GIL's II Common Stock are
offered only to persons who are neither citizens nor residents of
the United States and may be offered to a limited number of U.S.
investors consisting primarily of pension and profit sharing
trusts, charities and other tax-exempt entities. The investments
of GIL II are managed by Mr. Gabelli (the "Investment Manager") who
is also a director and Chairman of the Board of Directors of GIL
II.
ALCE is a Delaware private investment limited partnership
that seeks long-term capital appreciation primarily through
investment in public equity securities. GSI is a General Partner
of ALCE.
Multimedia Partners is a Delaware private investment limited
partnership whose objective is to provide long-term capital
appreciation by investing primarily in both public and private
multimedia communications companies. GSI is a general partner of
Multimedia Partners.
Lynch, an Indiana corporation, is a diversified public
company traded on the American Stock Exchange. Its subsidiaries
are engaged in communications, services, securities brokerage and
manufactured products. Spinnaker, a Delaware subsidiary of Lynch,
is also a public company and its stock is traded through the NASDAQ
System. Spinnaker manufactures and sells industrial-process and
air pollution control equipment. Another of Lynch's subsidiaries,
Western New Mexico, provides telephone services in a service area
in Southwestern New Mexico. Inter-Community, which is also a
subsidiary of Lynch, provides local telephone services in an area
40 miles west of Fargo, North Dakota. Lynch and Spinnaker
actively pursue new business ventures and acquisitions. Lynch,
Spinnaker, Western New Mexico and Inter-Community make investments
in marketable securities to preserve capital and maintain liquidity
for financing their business activities and acquisitions (not in
the case of Western New Mexico) and are not engaged in the business
of investing, reinvesting, or trading in securities. Mr. Gabelli
is Chairman of Lynch and owns beneficially 24.39% of the shares of
Common stock of Lynch, including shares obtainable upon the
conversion of the Convertible Debentures of Lynch.
Mr. Gabelli is the majority stockholder and Chairman of
the Board of Directors and Chief Executive Officer of GFI and the
Chief Investment Officer for each of the Reporting Persons. GFI,
in turn, is the majority stockholder of GAMCO. GFI is the majority
stockholder of GSI. Gabelli & Company is a wholly-owned subsidiary
of GSI. GLI is a wholly-owned subsidiary of GSI.
The Reporting Persons do not admit that they constitute
a group.
GFI, GAMCO, Gabelli & Company and GLI are New York
corporations and GSI are Delaware corporations, each having its
principal business office at One Corporate Center, Rye, New York
10580-1434. GPP is a Delaware limited partnership having its
principal business office at 8 Sound Shore Drive, Greenwich,
Connecticut, 06830. Gabelli Associates is a New York limited
partnership having its principal business office at One Corporate
Center, Rye, New York 10580-1434. GAL, GIL, and GIL II are corpora-
tions organized under the laws of the British Virgin Islands having
their principal business office at c/o MeesPierson (Cayman)
Limited, British American Centre, Dr. Roy's Drive-Phase 3, George
Town, Grand Cayman, British West Indies. Lynch is an Indiana
corporation having its principal business office at 8 Sound Shore
Drive, Greenwich, CT 06830. Spinnaker is a Delaware corporation
having its principal business office at 251 Welton Street, Hamden,
CT 06511.
For information required by instruction C to Schedule 13D
with respect to the executive officers and directors of the
foregoing entities and other related persons (collectively,
"Covered Persons"), reference is made to Schedule I annexed hereto
and incorporated herein by reference.
(d) and (e) On December 8, 1994, the SEC instituted and
simultaneously accepted offers for the settlement of an administra-
tive proceeding againts Gabelli & Company, Inc. The order
instituting the proceeding included a finding, which Gabelli &
Company and GAMCO neither admitted nor denied, that they failed to
impliment and maintain policies and procedures reasonably designed
to prevent the misuse of material, nonpublic information by not
sepecifically addressing the special circumstances that arose from
their affiliation with Lynch Corporation, a public company. To
resolve this matter, Gabelli & Company and GAMCO agreed to cease
and desist from violating Section 15(f) of the Securities Exchange
Act of 1934 (the "Exchange Act") and Section 204A of the Investment
Advisers Act of 1940 (the "1940 Act"), respectively. They further
agreed to each pay a civil penalty in the amount of $50,000, and to
retain, and adopt the recommendations of, an independant consultant
regarding their Section 15(f) and Section 204A policies and
procedures.
On December 13, 1991, the Virginia State Corporation
Commission entered an order of settlement in final disposition of
matters arising from an allegation that GAMCO had transacted
business in Virginia as an investment adviser without having been
registered as such under Virginia Code Section 13.1-504A or an
exemption therefrom. GAMCO consented to the entry of the order
without admitting or denying the allegation and without a hearing.
The terms of the order provide that GAMCO would pay a fine and cots
totalling fifty-five thousand dollars and would not transact
business in Virginia as an investment adviser unless it was
registered as such under section 13.1-504A or was exempt from
registration.
(f) - Reference is made to Schedule I hereto.
Item 3. Source and Amount of Funds or Other Consideration
All Reporting Persons used an aggregate of approximately
$1,271,181 to purchase its Securities. GAMCO used approximately
$1,271,181 of funds that were provided through the accounts of
certain of their investment advisory clients (and, may be through
borrowings from client margin accounts) in order to purchase the
Securities for such clients.
Item 5. Interest In Securities Of The Issuer
(a) The aggregate number and percentage of Securities to
which this Schedule 13D relates is 454,660 shares, representing
10.58% of the 4,295,353 shares outstanding in the Issuer's most
recently filed 10-K dated December 31, 1994. The Reporting Persons
beneficially own those Securities as follows:
Shares of % of
Common Class of
Name Stock Common
GAMCO
As Principal 0 0.00%
As Agent 318,060 7.40%
GIL 33,000 0.77%
GIL II 42,000 0.98%
Mario J. Gabelli 0 0.00%
GPP 61,600 1.43%
Mr. Gabelli is deemed to have beneficial ownership of
the Securities beneficially owned by each of the foregoing
persons and GFI is deemed to have beneficial ownership of the
securities owned beneficially by each of the foregoing persons
other than Mr. Gabelli.
(b) Each of the Reporting Persons and Covered Persons
has the sole power to vote or direct the vote and sole power to
dispose or to direct the disposition of the Securities reported
for it, either for its own benefit or for the benefit of its
investment clients or its partners, as the case may be, except
that GAMCO does not have authority to vote 20,000 of the reported
shares, and except that GFI has sole dispositive and voting power
with respect to the shares of the Issuer held by the The Gabelli
Asset Fund, The Gabelli Equity Trust, Inc., The Gabelli Growth
Fund, The Gabelli Convertible Securities Fund, The Gabelli Value
Fund Inc., The Gabelli Small Cap Growth Fund, The Gabelli Equity
Income Fund, The Gabelli Global Interactive Couch Potato Fund,
The Gabelli Global Convertible Securities Fund, Gabelli Gold
Fund, Inc., The Gabelli ABC Fund, The Gabelli Multimedia Trust,
Inc., and/or The Gabelli Global Telecommunications Fund so long
as the aggregate voting interest of all joint filers does not
exceed 25% of their total voting interest in the Issuer and in
that event, the Proxy Voting Committee of each Fund (other than
The Gabelli Growth Fund) shall respectively vote that Funds
shares, and except that, at any time, the Proxy Voting Committee
of each such Fund may take and exercise in its sole discretion
the entire voting power with respect to the shares held by such
Fund under special circumstances such as regulatory consider-
ations, and except that the power of Mr. Gabelli and GFI is
indirect with respect to Securities beneficially owned directly
by other Reporting Persons.
<PAGE>
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: April 26, 1995
MARIO J. GABELLI
By:________________________
J. Hamilton Crawford, Jr.
Attorney-in-fact
GAMCO INVESTORS, INC.
By:_________________________
Douglas R. Jamieson
Chief Operating Officer
and Executive Vice President
GABELLI INTERNATIONAL LIMITED II
By:_________________________
Mario J. Gabelli, Chairman
and Investment Manager
by: J. Hamilton Crawford, Jr.
Attorney-in-Fact
GABELLI INTERNATIONAL LIMITED
By:__________________________
Mario J. Gabelli, Chairman
and Investment Manager
by: J. Hamilton Crawford, Jr.
Attorney-in-Fact
Gabelli Performance Partnership
By:___________________________
Mario J. Gabelli, Chairman
and Investment Manager
by: J. Hamilton Crawford, Jr.
Attorney-in-Fact
Schedule I
Information with Respect to Executive
Officers and Directors of the Undersigned
Schedule I to Schedule 13D is amended, in pertinent
part, as follows:
The following sets forth as to each of the executive
officers and directors of the undersigned: his name; his business
address; and his present principal occupation or employment and
the name, principal business and address of any corporation or
other organization in which such employment is conducted. Unless
otherwise specified, the principal employer of each such in-
dividual is Gabelli Funds, Inc., Gabelli & Company, Inc., or
GAMCO Investors, Inc., the business address of each of which is
One Corporate Center, Rye, New York 10580, and each such
individual identified below is a citizen of the United States.
To the knowledge of the undersigned, during the last five years,
no such person has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors), and no
such person was a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of
which he was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities law or finding
any violation with respect to such laws except as reported in
Item 2(d) of this Schedule 13D.
Gabelli Funds, Inc.
Directors:
Mario J. Gabelli
Richard B. Black Chairman of Raster Image
Processing Systems; Chairman
ECRM; Director of Archetype
and Oak Technology; Director
of The Morgan Group, Inc.;
General Partner of KBA Part-
ners, Parker Plaza
400 Kelby Street,
Fort Lee, NJ 07029
Charles C. Baum Chairman, Director and Chief
Executive Officer of The
Morgan Group, Inc.;
Secretary & Treasurer
United Holdings
2545 Wilkens Avenue
Baltimore, MD 21223
Dr. Eamon M. Kelly President
Tulane University
218 Gibson Hall
6823 St. Charles Avenue
New Orleans, LA 70118
Officers:
Mario J. Gabelli Chairman, Chief Executive
Officer and Chief Investment
Officer
J. Hamilton Crawford, Jr. Senior Vice President
and General Counsel
Stephen G. Bondi Vice President - Finance
James E McKee Vice President, Co-General
Counsel and Assistant
Secretary
Joseph J. Frazzitta Assistant Secretary
GAMCO Investors, Inc.
Directors:
Douglas R. Jamieson
Joseph R. Rindler, Jr.
Regina Pitaro
Joseph J. Frazzitta
F. William Scholz, II
Officers:
Mario J. Gabelli Chief Investment Officer
Douglas R. Jamieson Chief Operating Officer and
Executive Vice President
Joseph J. Frazzitta Vice President and Chief
Financial Officer
James E. McKee Vice President
and General Counsel
J. Hamilton Crawford, Jr. Assistant Secretary
Gabelli Securities, Inc.
Directors:
Charles C. Baum See above-Gabelli Funds, Inc.
Joseph R. Rindler Managing Director
GAMCO Investors, Inc.
One Corporate Center
Rye, NY 10580
David Perlmutter Perlmutter & Associates
200 Park Avenue, Suite 4515
New York, N.Y. 10166
Stephen G. Bondi Acting Chief Operating Officer
and Vice President
Salvatore Muoio Vice President-Research
Gabelli & Company, Inc.
One Corporate Center
Rye, NY 10580
Advisors:
Vincent J. Amabile
Robert Blake
Officers:
Stephen G. Bondi Acting Chief Operating Officer
and Vice President
J. Hamilton Crawford, Jr. Senior Vice President,
Assistant Secretary, and
General Counsel
Erwin I. Mevorah Vice President - Finance
Gabelli & Company, Inc.
Directors:
James G. Webster, III Chairman
Charles C. Baum See above-Gabelli Funds, Inc.
Joseph J. Frazzitta Vice President and
Chief Financial Officer
Officers:
James G. Webster, III Chairman
Joseph J. Frazzitta Vice President/Finance and
Chief Financial Officer
Stephen G. Bondi Vice President
J. Hamilton Crawford, Jr. Senior Vice President,
Secretary and
General Counsel
Walter K. Walsh Operations and Compliance
Officer
GLI, Inc.
Directors:
Mario J. Gabelli See above-Gabelli Funds, Inc.
Officers:
Mario J. Gabelli Chairman and Chief Investment
Officer
Stephen G. Bondi Vice President
J. Hamilton Crawford, Jr. Assistant Secretary
Gabelli Associates Limited
Directors:
Mario J. Gabelli See above-Gabelli Funds, Inc.
MeesPierson (Cayman) British American Centre
Limited Dr. Roy's Drive- Phase 3
Georgetown, Grand Cayman
Cayman Islands, British
WestIndies
MeesPierson (Cayman) British American Centre
Limited Dr. Roy's Drive- Phase 3
Georgetown, Grand Cayman
Cayman Islands, British
WestIndies
Officers:
Mario J. Gabelli Chief Investment Officer
Kevin Bromley Vice President, Treasurer and
Assistant Secretary
Sandra Wight Secretary and Assistant Treasurer
Gabelli International Limited
Directors:
Mario J. Gabelli See above-Gabelli Funds, Inc.
MeesPierson (Cayman) British American Centre
Limited Dr. Roy's Drive- Phase 3
Georgetown, Grand Cayman
Cayman Islands, British West Indies
Officers:
Kevin Bromley Vice President, Treasurer, and
Assistant Secretary
MeesPierson (Cayman) Limited
British American Centre
Dr. Roy's Drive- Phase 3
Georgetown, Grand Cayman
Cayman Islands, British West Indies
Sandra Wight Secretary and Assistant Treasurer
Assistant Secretary
MeesPierson (Cayman) Limited
British American Centre
Dr. Roy's Drive- Phase 3
Georgetown, Grand Cayman
Cayman Islands, British West Indies
Lynch Corporation
8 Sound Shore Drive
Greenwich, CT 06830
Directors:
Paul J. Evanson Chief Financial Officer
FPL Group, Inc.
P.O Box 14000
700 Universe Blvd.
Juno Beach, Fl 33408
Bradley J. Bell Vice President & Treasurer
Whirlpool Corp.
2000 M. 63 North
Administrative Center
Benton Harbor, MI 49022
Morris Berkowitz Business Consultant
163-43 Willets Point Blvd.
Whitestone, NY 11357
Richard J. Boyle Chairman, The Boyle Group
6110 Blue Circle Drive
Suite 250
Minnetonka, MN 55343
Mario J. Gabelli See above-Gabelli Funds, Inc.
Paul Woolard Business Consultant
116 East 68th Street
New York, NY 10021
E. Val Cerutti Business Consultant
Cerutti Consultants
227 McLain Street
Mount Kisco, NY 10549
Officers:
Mario J. Gabelli Chairman and Chief Executive
Officer
Michael J. Small Office of the President
Joseph H. Epel Treasurer
Robert E. Dolan Chief Financial Officer
Carmine Ceraolo Assistant Controller
Robert A. Hurwich Vice President-Administration,
Secretary and General Counsel
Spinnaker Industries, Inc.
One Galleria Tower
13355 Noel Road
Suite 1100
Dallas, TX 75240
Directors:
Joseph P. Rhein Chairman
241 McClenaghan Mill Road
Wynnewood, PA 19096
Richard J. Boyle The Boyle Group, Inc.
6110 Blue Circle Drive
Suite 250
Minnetonka, MN 55343
Ned N. Fleming, III Boyle, Fleming,
George & Co., Inc.
One Galleria Tower
13355 Noel Road
Suite 1100
Dallas, TX 75240
Officers:
Robert E. Dolan Controller
Joseph H. Epel Treasurer
James W. Toman Assistant Secretary
Ned N. Fleming, III President
Richard J. Boyle Chairman and
Chief Executive Officer
Robert A. Hurwich Secretary
Entoleter, Inc.
251 Welton Street
Hamden, CT 06517
Directors:
Joseph P. Rhein See above-Spinnaker
William F. Bullis See above-Spinnaker
Officers:
James W. Toman Chief Financial Officer
Joseph H. Epel Treasurer and Secretary
Robert E. Dolan Controller
Western New Mexico Telephone Company
314 Yankee Street
Silver City, NM 88062
Directors:
Jack C. Keen Chairman
Jack W. Keen President
Dr. Brian E. Gordon Vice President
Mary Beth Baxter Secretary & Treasurer
Robert E. Dolan See above-Lynch Corporation
Joseph H. Epel See above-Lynch Corporation
Carmine Ceraolo See above-Lynch Corporation
Officers:
Jack C. Keen Chairman of the Board
Jack W. Keen President
Jack L. Bentley Executive Vice President
Dr. Brian E. Gordon Vice President
Charles M. Baxter Sr. Vice President-Operations
Mary Beth Baxter Secretary & Treasurer
Joseph H. Epel Assistant Treasurer
Inter-Community Telephone Company
P.O. Box A
Nome, ND 58062
Directors:
Mary J. Carroll See above-Lynch Corporation
Carmine P. Ceraolo See above-Lynch Corporation
Robert E. Dolan See above-Lynch Corporation
Joseph H. Epel See above-Lynch Corporation
Leone A. Nilsen President
Roger J. Nilsen P.O. Box 146
Hannaford, ND 58448
Duane A. Plecity Secretary
Harry B. Snyder P.O. Box 131
Buffalo, ND 58011
Robert Snyder 200 Broadway South
Buffalo, ND 58011
Officers:
Leone A. Nilsen President
Robert Snyder Vice President
Duane A. Plecity Secretary
Harry B. Snyder Treasurer
Joseph H. Epel Assistant Treasurer
Lynch Telecommunications Corporation
8 Sound Shore Drive
Greenwich, CT 06830
Directors:
Robert E. Dolan Controller
Jack C. Keen Chairman
Michael J. Small Vice President
Officers:
Jack C. Keen Chairman
Jack W. Keen President
Michael J. Small Vice President
Robert A. Hurwhich Secretary
Mary Beth Baxter Treasurer and
Assistant Secretary
Robert E. Dolan Controller
Lynch Telephone Corporation
8 Sound Shore Drive
Greenwich, CT 06830
Directors:
Robert E. Dolan Controller
Jack C. Keen Chairman
Michael J. Small Vice President
Officers:
Jack C. Keen Chairman
Jack W. Keen President
Michael J. Small Vice President
Robert A. Hurwhich Secretary
Mary Beth Baxter Treasurer and
Assistant Secretary
Robert E. Dolan Controller
SCHEDULE II
INFORMATION WITH RESPECT TO
TRANSACTIONS EFFECTED DURING THE PAST SIXTY DAYS OR
SINCE THE MOST RECENT FILING ON SCHEDULE 13D (1)
SHARES
PURCHASED AVERAGE
DATE SOLD(-) PRICE(2)
COMMON STOCK-PORTEC INC
GIL II, LTD.
4/03/95 680- 13.7500
GAMCO INVESTORS, INC.
4/25/95 1,500- 12.7500
4/25/95 5,000 11.8750
4/25/95 51,400 12.2315
4/25/95 1,000 12.6250
4/24/95 27,000 13.0741
4/21/95 200 13.2500
4/20/95 2,000 13.2500
4/19/95 6,050 13.3750
4/18/95 700 13.3750
4/11/95 1,000 13.6250
4/06/95 1,900 13.5592
4/05/95 1,100 13.3750
4/04/95 2,000 13.3750
4/03/95 2,700 13.4537
(1) UNLESS OTHERWISE INDICATED, ALL TRANSACTIONS WERE EFFECTED
ON THE NY STOCK EXCHANGE.
(2) PRICE EXCLUDES COMMISSION.
PAGE 29 OF 29
