Page 1 of 7 Pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
DVI, INC.
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(Name of Issuer)
COMMON STOCK
-----------------------------------------------------
(Title of Class of Securities)
233343102
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(CUSIP Number)
Linda S. Martinson, Esq. (212) 583-2000
767 Fifth Avenue, 24th Floor, New York, NY 10153
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 13, 1997
-----------------------------------------------------
(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 Rule 13d-1(b)(3) or (4), check the following box [ ].
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
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).
SEC 1746 (12-91)<PAGE>
<PAGE>
Schedule 13D Amendment No. 5(continued)
CUSIP No. 233343102 Page 2 of 7 Pages
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ronald Baron
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS
2(C) OR 2(E) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
- --------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 220,050
BENEFICIALLY --------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 2,069,200
REPORTING --------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 220,050
--------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
2,069,200
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,289,250
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.8%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
<PAGE>
Page 3 of 7 Pages
Item 1. Security and Issuer
(a) Name of Issuer:
DVI, Inc.
(b) Address of Issuer's Principal Executive Offices:
500 Hyde Park
Doylestown, PA 18901
(c) Title and Class of Securities:
Common Stock
Item 2. Identity and Background
(a) Name:
Ronald Baron
(b) Business Address:
767 Fifth Avenue
24th Floor
New York, NY 10153
(c) Present Principal Employment:
President: Baron Capital Management, Inc., BAMCO, Inc.,
Baron Capital, Inc.
767 Fifth Avenue
24th Floor
New York, NY 10153
(d) Record of Convictions:
No material change.
(e) Record of Civil Proceedings:
No material change.
(f) Citizenship:
No material change.
Item 3. Source and Amount of Funds or Other Consideration
Reporting Person owns 50 shares of the issuer directly,
purchased for an aggregate price of $296. As General Partner
of Baron Capital Partners, L.P. ("BCP"), an investment
partnership, he directed the purchase of 220,000 shares for
the account of BCP for an aggregate purchase price of $2,408,980.
Those shares were paid for by cash assets in BCP's account
and by margin borrowings pursuant to the standard margin
agreement of Spear, Leeds & Kellogg. An additional 1,613,200
shares were purchased for an aggregate purchase price of
$20,785,855 for the accounts of two investment companies
registered under the Investment Company Act of 1940,
Baron Asset Fund and Baron Growth & Income Fund, which are
advised by BAMCO, Inc. ("BAMCO"), a registered investment adviser
which is controlled by Ronald Baron. An additional 456,000 shares
were purchased for an aggregate purchase price of $5,788,081 for
the accounts of investment advisory clients of Baron Capital
Management, Inc.("BCM") a registered investment adviser controlled
by Ronald Baron. All of those shares were paid for by cash
assets in the accounts of the investment companies and advisory
clients.
Item 4. Purpose of Transaction
No material change.<PAGE>
<PAGE>
Page 4 of 6 Pages
Item 5. Interest in Securities of the Issuer
(a) Amount and percentage beneficially owned:
Reporting Person: (i) 2,069,200 shares in his capacity as a
controlling person of BAMCO and BCM . Reporting Person disclaims
that he is the beneficial owner of these shares. (ii) 220,000
shares in his capacity as General Partner of BCP.
(iii) 50 shares personally.
(b) Number of shares as to which such person has:
(i) sole power to vote or direct the vote:
220,050
(ii) shared power to vote or direct the vote:
2,069,200
(iii) sole power to dispose or to direct the disposition:
220,050
(iv) shared power to dispose or direct the disposition:
2,069,200
Reporting Person may be deemed to share power to vote and dispose
of shares referred to herein as a result of his control of the
investment advisers for whose advisory clients he is reporting.
He may be deemed to have sole power to vote and direct the
disposition of the shares referred to above to by reason of
being a general partner of BCP.
(c) A schedule of transactions effected in the last sixty days is
attached hereto.
(d) Ownership of More than Five Percent on Behalf of Another Person:
The investment advisory clients have the right to receive the
dividends from, or the proceeds from the sale of the securities
in their respective accounts. To the best of Reporting Person's
knowledge, no person has such interest relating to more than 5%
of the outstanding class of securities, except that Baron Asset
Fund, an investment company registered under the Investment
Company Act of 1940 and an advisory client of BAMCO, owns
1,393,200 (13.3%) of the shares reported herein.
(e) Ownership of Less than Five Percent:
Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
No material change.
Item 7. Material to be Filed as Exhibits
Exhibit 99 - 60 days of trading.
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: June 20, 1997
/s/ Ronald Baron
_______________________________________
Ronald Baron
Transaction Schedule
From 04-16-97 To 06-16-97
Acct Exec.
Date ID Trans Qty Price
- -------- ---- ----- ----- ---------
05-08-97 baf by 1,200 11.9375
05-09-97 baf by 200 12.0000
05-12-97 baf by 3,800 12.4868
05-13-97 bcm4 by 2,000 12.6250
05-19-97 baf by 3,000 13.5000
05-19-97 bcm4 sl 4,200 13.5000
05-27-97 bcm4 by 5,000 13.1250
05-29-97 bcm4 by 1,500 13.3583
05-29-97 bcm4 by 4,800 13.4010
06-10-97 bcm4 by 100 13.3750
06-10-97 bcm4 by 400 13.3750
06-11-97 bcm4 by 200 13.5000
06-11-97 bcm4 by 400 13.5000
06-13-97 baf by 5,000 14.0676
06-13-97 baf by 5,000 14.0676
06-13-97 bcm4 by 2,200 14.0676
06-13-97 bgi by 5,000 14.0676
