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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 8)
Baldwin Piano & Organ Company
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
058246109
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(CUSIP Number)
Kenneth W. Pavia, Sr. Charles Powers
Bolero Investment Group, L.P. Florence Partners Inc.
1101 E. Balboa Boulevard 2419 Sumter St. Ext.
Newport Beach, CA 92661-1313 Florence, SC 29502
(714) 675-3850 (803) 660-1941
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
COPY TO:
Scott R. Haber
Latham & Watkins
505 Montgomery Street, Suite 1900
San Francisco, California 94111-2562
(415) 391-0600
April 25, 1997
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(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 statement because of Rule 13d-1(b)(3) or (4), check
the following box [ ].
(Continued on following pages)
(Page 1 of 3 Pages)
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This Amendment No. 8 to Schedule 13D is being filed on behalf
of the undersigned Reporting Persons to amend the Schedule 13D filed with the
Securities and Exchange Commission (the "Commission") on July 18, 1996, as
amended (as amended, the "Schedule 13D"), relating to shares of common stock,
par value $.01 per share (the "Shares"), of Baldwin Piano & Organ Company, a
Delaware corporation (the "Company"). Unless otherwise indicated, all
capitalized terms used herein but not defined herein shall have the same
meanings as set forth in the Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 to the Schedule 13D is hereby amended, in pertinent
part, as follows:
On April 25, 1997, pursuant to the bylaws of the Company,
Bolero (through Cede & Co., the record holder of shares beneficially owned by
Bolero) provided notice to the Company that it intends to nominate Governor
John West, Mr. Edward McDonnell, Mr. Peter Cooper, Mr. David Harmon and Dr.
Robert Lippert to stand for election as members of the Company's Board of
Directors at the 1997 Annual Meeting of Shareholders of the Company, including
at any adjournments or postponements thereof and at any special meeting called
in lieu thereof. Bolero has previously announced its intention to make such
nominations.
Item 7. Material to be Filed as Exhibits.
Exhibit 1 Joint Filing Agreement, which was filed as Exhibit 1 to
Amendment No. 6 to Schedule 13D filed on February 11, 1997,
and is incorporated by reference herein.
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SIGNATURE
After reasonable inquiry and to the best of each of the
undersigned's knowledge and belief, each of the undersigned certifies that the
information set forth in this statement is true, complete and correct.
Dated: April 28, 1997
Bolero Investment Group, L.P.
By: /s/ Kenneth W. Pavia, Sr.
Name: Kenneth W. Pavia, Sr.
Its: General Partner
/s/ Kenneth W. Pavia, Sr
Kenneth W. Pavia, Sr.
FHI, Inc.
By: /s/ Kenneth W. Pavia, Sr.
Name: Kenneth W. Pavia, Sr.
Its: President
Florence Partners Inc.
By: /s/ Charles Powers
Name: Charles Powers
Its: President
/s/ Charles Powers
Charles Powers
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