UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*
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DM MANAGEMENT COMPANY
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(Name of Issuer)
Common Stock, par value $0.10 per share
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(Title of Class of Securities)
233233105
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(CUSIP Number)
*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).
<PAGE>
CUSIP No. 233233105 13G
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
B.A.T Industries p.l.c.
__
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /__/
__
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
England
5 SOLE VOTING POWER
NUMBER OF
SHARES -0-
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 349,672 PERSON
WITH
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
349,672
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
349,672
__
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
6.16%
12 TYPE OF REPORTING PERSON*
HC
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 233233105 13G
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Threadneedle Investment Managers Ltd.
__
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /__/
__
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
England
5 SOLE VOTING POWER
NUMBER OF -0-
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 349,672 REPORTING
PERSON
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
349,672
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
349.672
__
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
6.16%
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
DM Management Company
Item 1(b). Address of Issuer's Principal Executive Offices:
25 Recreation Park Dr., Ste. 200
Hingham, MA 02043
Item 2(a). Name of Person Filing:
B.A.T Industries p.l.c.
Threadneedle Investment Managers Ltd.
Item 2(b). Address of Principal Business Office or, if none, Residence:
B.A.T Industries p.l.c.
Windsor House
50 Victoria Street
London SW1H ONL
England
Threadneedle Investment Managers Ltd.
60 St. Mary Axe
London EC3A 8JQ
England
Item 2(c). Citizenship:
B.A.T Industries p.l.c. - England
Threadneedle Investment Managers Ltd. - England
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.10 per share
Item 2(e). Cusip Number:
233233105
<PAGE>
Item 3:
If this statement is being filed pursuant to Rule 13d-1(c), check
this box \x\
Item 4 Ownership:
(a) Amount Beneficially Owned:
349,672
The shares being reported were acquired by insurance
exchanges, for which Threadneedle Investment Managers
Ltd. ("Threadneedle") acts as attorney-in-fact or by
investment funds for which Threadneedle acts as manager
and investment adviser and exercises investment
discretion. No such entity beneficially owns in excess
of 5% of the class of shares in respect of which this
report is being made.
(b) Percent of Class:
6.16%
(c) Number of shares as to which person has:
(i) Sole voting power: -0-
(ii) Shared voting power: 349,672
(iii) Sole disposition power: -0-
(iv) Shared disposition power: 349,672
Item 7
Not applicable.
Item 8:
Not applicable.
Item 9:
Not applicable.
<PAGE>
Item 10: Certification:
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect.
<PAGE>
SIGNATURES
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.
B.A.T INDUSTRIES p.l.c.
Dated March 12, 1998 By: /s/ Anthony Robert Holliman
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Name: Anthony Robert Holliman
Title: Assistant Corporate Secretary
<PAGE>
SIGNATURES
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.
THREADNEEDLE INVESTMENT MANAGERS ltd.
Dated March 12, 1998 By: /s/ Robin D. Clark
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Name: Robin D. Clark
Title: Director, Threadneedle Investment
Managers Ltd.
