LOWRANCE ELECTRONICS INC
SC 13D, 1999-10-28
SEARCH, DETECTION, NAVAGATION, GUIDANCE, AERONAUTICAL SYS
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                                   UNITED STATES
                        SECURITIES & EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                              (Amendment No.____)*

                           Lowrance Electronics, Inc.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                    548900109
                                 (CUSIP Number)

                                Vicki Z. Holleman
                          c/o Loeb Partners Corporation
                  61 Broadway, N.Y., N.Y., 10006 (212) 483-7047

 (Name, address and Telephone Number of Person Authorized to Receive Notices
                         and Communications)

                                October 11, 1999

             (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  statement  [ ]. (A fee is not
required only if the following reporting person: (1) has a previous statement on
file  reporting  beneficial  ownership of more than five percent of the class of
securities  described  is 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.) Note:  Six copies of this  statement,  including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent. *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  remained  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>



                                  SCHEDULE 13D
CUSIP NO. 548900109

1  NAME OF REPORTING PERSON
    S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

          Loeb Partners Corporation

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*          (a) [X]

                                                              (b) [ ]
3  SEC USE ONLY
4  SOURCE OF FUNDS*

         WC, O

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

NUMBER OF         7  SOLE VOTING POWER
SHARES               11,233 Shares of Common stock
BENEFICIALLY      8  SHARED VOTING POWER
OWNED BY              9,596 Shares of Common stock
EACH              9  SOLE DISPOSITIVE POWER
REPORTING            11,233 Shares of Common stock
PERSON WITH       10 SHARED DISPOSITIVE POWER
                      9,596 Shares of Common stock

11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
          20,829 Shares of Common stock

12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN  SHARES*

13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
         0.55%

14 TYPE OF REPORTING PERSON*
         PN, BD, IA


<PAGE>


                                  SCHEDULE 13D
CUSIP NO. 548900109

1  NAME OF REPORTING PERSON
   S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

          Loeb Arbitrage Fund

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*          (a) [X]

                                                              (b) [ ]
3  SEC USE ONLY

4  SOURCE OF FUNDS

         WC, O

5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED            [  ]
     PURSUANT TO ITEMS 2(d) or 2(e)

6  CITIZENSHIP OR PLACE OF ORGANIZATION

         New York

NUMBER OF         7  SOLE VOTING POWER
SHARES               167,071 Shares of Common stock
BENEFICIALLY      8  SHARED VOTING POWER
OWNED BY                -----
EACH              9  SOLE DISPOSITIVE POWER
REPORTING            167,071 Shares of Common stock
PERSON WITH       10 SHARED DISPOSITIVE POWER
                        -----

11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            167,071 Shares of Common stock

12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
           4.43%

14 TYPE OF REPORTING PERSON*
         PN, BD

<PAGE>

Item 1.  Security and Issuer.

This statement refers to the Common Stock of Lowrance  Electronics,  Inc., 12000
East Skelly Dr., Tulsa, OK., 74128.

Item 2.  Identity and Background.

Loeb Arbitrage Fund ("LAF"),  61 Broadway, New York, New York,  10006, is a New
York limited partnership. It is a registered broker/dealer. Its general partner
is Loeb Arbitrage Management,  Inc., ("LAM", a Delaware  corporation,  with the
same  address.  Its  President is Arthur E. Lee, who is also an Executive  Vice
President of Loeb Partners Corporation. The other officers of LAM are Thomas L.
Kempner, Chairman of the Board, Peter A. Tcherepnine,  Vice President, Edward J.
Campbell,  Vice President.  Loeb Partners Corporation ("LPC"), 61 Broadway, New
York,  New  York,  10006,  is  a  Delaware  corporation.  It  is  a  registered
broker/dealer  and a  registered  investment  adviser. Thomas L. Kempner is its
President  and a director and its Chief  Executive  Officer. Irwin D. Rowe is a
director of LPC.  Norman N. Mintz is a Vice President and also a director. Loeb
Holding Corporation ("LHC"), a Maryland corporation, 61 Broadway, New York, New
York, 10006 is the sole stockholder of Loeb Arbitrage Management, Inc. and LPC.
Thomas L. Kempner is its President and a director as well as its Chief Executive
Officer  and  majority  stockholder. Irwin D. Rowe is a director of LHC, as are
Robert Krones, Edward E. Matthews and Norman N. Mintz. Mr. Matthews' address is
70 Pine Street,  New York, New York 10270.  The  business  address of the other
individuals is 61 Broadway, New York, New York,  10006.  All of the individuals
named are United  States  Citizens. None have within the last five years,  been
convicted in a criminal  proceeding (excluding  traffic  violations  or similar
misdemeanors)  or have  been a party to a civil  proceeding  of a  judicial  or
administrative body of competent jurisdiction and as a result of such proceeding
have been or are subject to a judgment, decree or final order enjoining  future
violations  of, or prohibiting  or mandating activities  subject to, federal or
state securities laws or finding any violations with respect to such laws.

Item 3.   Source and Amount of Funds or Other Compensation.

Shares  of  Common  Stock  were  acquired  by LAF  and  LPC in  margin accounts
maintained with Bear Stearns Securities Corp.

Item 4.   Purpose of Transaction.

LAF and LPC have acquired  shares of Common Stock for investment  purposes. LAF
and LPC  reserve  the  right  to sell  shares  of  Common  Stock  or to acquire
additional shares in open market transactions or otherwise.

Item 5.  Interest in Securities of the Issuer.

(a) The  persons  reporting  hereby  owned the following  shares of Stock as of
October 21, 1999.

                             Shares of Common Stock

Loeb Arbitrage Fund                  167,071
Loeb Partners Corporation*            20,829
                                     187,900

The total  shares of Common Stock  constitute  4.99% the  3,768,796 outstanding
shares of Common Stock as reported by the issuer.
- -------------------------
* Including  10,646  shares of Common  Stock  purchased for the accounts of two
customers of Loeb Partners Corporation as to which it has investment discretion.

(b) See paragraph (a) above.
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(c) The  following  purchases  of Common Stock have been made in the last sixty
(60) days by the following:

                                   Purchases of Common Stock
Holder                            Date     Shares      Average Price
Loeb Partners Corp.*          08-11-99        450              $6.25
                              08-12-99        365               5.86
                              08-30-99        580               6.87
                              08-31-99       2425               6.88
                              08-31-99        250               6.89
                              09-01-99       1550               6.89
                              09-02-99       1100               6.83
                              09-07-99        550               6.83
                              09-07-99        550               6.83
                              09-08-99        125               6.83
                              09-08-99        123               6.83
                              09-13-99        400               7.14
                              09-14-99         50               7.08
                              09-17-99        300               7.08
                              09-21-99        500               7.14
                              09-23-99        450               7.08
                              09-24-99        550               7.11
                              09-28-99        550               7.11
                              10-05-99        240               7.20
                              10-05-99        123               7.20
                              10-05-99        208               7.20
                              10-08-99       1060               7.08
                              10-11-99       2400               7.06

Holder                            Date     Shares      Average Price
Loeb Arbitrage Fund           08-11-99        200              $6.20
                              08-11-99       3550               6.27
                              08-12-99       1775               6.27
                              08-31-99       5070               6.87
                              08-31-99      21375               6.89
                              09-01-99      12450               6.89
                              09-02-99       8900               6.86
                              09-07-99       4350               6.83
                              09-07-99       4550               6.83
                              09-08-99        877               6.83
                              09-08-99        775               6.83
                              09-13-99       3700               7.14
                              09-14-99        450               7.08
                              09-17-99       4700               7.08
                              09-21-99       4500               7.14
                              09-23-99       3550               7.08
                              09-24-99       4450               7.11
                              09-28-99       4450               7.11
                              10-05-99       2675               7.20
                              10-05-99        877               7.20
                              10-05-99        877               7.20
                              10-08-99       7490               7.08
                              10-11-99      17100               7.06


                              Sales of Common Stock

Holder                          Date        Shares     Average Price
Loeb Partners Corp.*          10-20-99       1475              $7.01
                              10-21-99        750               6.98

Holder                          Date        Shares     Average Price
Loeb Arbitrage Fund           10-20-99      11525              $7.01
                              10-21-99       6250               6.98

*Including  10,646  shares of Common Stock purchased and 1,975 shares of Common
Stock sold for the accounts of two customers of Loeb Partners Corporation as to
which it has investment discretion.

All reported transactions were effected on NASDAQ.

(d)      Not applicable.

(e). The percentage of Common Stock of Lowrance  Electronics, Inc. owned by the
undersigned was reduced to 4.99% on 10/21/99.
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Item 6.  Contracts,Arrangements,Understandings or Relationships with Respect to
                  the Issuer.

                  None.

Item 7.  Materials to be Filed as Exhibits.

                  None.

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.

    October 27, 1999                         Loeb Arbitrage Fund
                                         By: Loeb Arbitrage Management, Inc.


                                         By: /s/ Arthur E. Lee, President

    October 27, 1999                         Loeb Partners Corporation


                                         By: /s/ Arthur E. Lee
                                                 Executive Vice President




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