UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No. 3
AMERICREDIT CORP.
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(Name of Issuer)
$0.01 par value
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(Title or Class of Securities)
03060R101
--------------------
(CUSIP Number)
Sierchio & Albert, P.C., 41 East 57th Street, Penthouse A,
New York, New York 10022, Tel. (212) 446-9500
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 31, 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
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 the statement [ ]. (A fee is
not required only if the reporting person: (1) has a previous statement on title
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.)
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 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>
SCHEDULE 13D
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CUSIP No. 03060R101 Page 2 of 14 Pages
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1. NAME OF REPORTING PERSON
REGAN PARTNERS, L.P.
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2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
WC
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 29(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
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7. SOLE VOTING POWER
Number of 1,695,900 Shares of Common Stock
Shares --------------------------------------------------------------
Beneficially 8. SHARED VOTING POWER
Owned by None
Each --------------------------------------------------------------
Reporting 9. SOLE DISPOSITIVE POWER
Person
With 1,695,900 Shares of Common Stock
--------------------------------------------------------------
10. SHARED DISPOSITIVE POWER
None
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,695,900 Shares of Common Stock individually
2,589,300 Shares of Common Stock as a group
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
5.8% individually, 8.9% as a Group
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14. TYPE OF REPORTING PERSON
PN
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<PAGE>
SCHEDULE 13D
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CUSIP No. 03060R101 Page 3 of 14 Pages
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1. NAME OF REPORTING PERSON
REGAN INTERNATIONAL FUND LIMITED
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2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
WC
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 29(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
The British Virgin Islands
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7. SOLE VOTING POWER
Number of 270,500 Shares of Common Stock
Shares --------------------------------------------------------------
Beneficially 8. SHARED VOTING POWER
Owned by None
Each --------------------------------------------------------------
Reporting 9. SOLE DISPOSITIVE POWER
Person
With 270,500 Shares of Common Stock
--------------------------------------------------------------
10. SHARED DISPOSITIVE POWER
None
- --------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
270,500 Shares of Common Stock individually
2,589,300 Shares of Common Stock as a group
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.9% individually, 8.9% as a Group
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14. TYPE OF REPORTING PERSON
CO
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<PAGE>
SCHEDULE 13D
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CUSIP No. 03060R101 Page 4 of 14 Pages
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1. NAME OF REPORTING PERSON
BASIL P. REGAN
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2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
PF, AF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 29(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7. SOLE VOTING POWER
Number of 2,176,400 Shares of Common Stock
Shares --------------------------------------------------------------
Beneficially 8. SHARED VOTING POWER
Owned by 267,700 Shares of Common Stock
Each --------------------------------------------------------------
Reporting 9. SOLE DISPOSITIVE POWER
Person
With 2,176,400 Shares of Common Stock
--------------------------------------------------------------
10. SHARED DISPOSITIVE POWER
267,700 Shares of Common Stock
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,444,100 Shares of Common Stock individually
2,589,300 Shares of Common Stock as a group
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
8.4% individually, 8.9% as a Group
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14. TYPE OF REPORTING PERSON
IN
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<PAGE>
SCHEDULE 13D
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CUSIP No. 03060R101 Page 5 of 14 Pages
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1. NAME OF REPORTING PERSON
ATHENA PARTNERS, L.P.
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2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
WC
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 29(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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7. SOLE VOTING POWER
Number of 267,700 Shares of Common Stock
Shares --------------------------------------------------------------
Beneficially 8. SHARED VOTING POWER
Owned by None
Each --------------------------------------------------------------
Reporting 9. SOLE DISPOSITIVE POWER
Person
With 267,700 Shares of Common Stock
--------------------------------------------------------------
10. SHARED DISPOSITIVE POWER
None
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,700 Shares of Common Stock individually
2,589,300 Shares of Common Stock as a group
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.9% individually, 8.9% as a Group
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14. TYPE OF REPORTING PERSON
PN
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<PAGE>
SCHEDULE 13D
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CUSIP No. 03060R101 Page 6 of 14 Pages
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1. NAME OF REPORTING PERSON
LENORE ROBINS
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2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
PF, AF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 29(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7. SOLE VOTING POWER
Number of 3,200
Shares --------------------------------------------------------------
Beneficially 8. SHARED VOTING POWER
Owned by 234,700 Shares of Common Stock
Each --------------------------------------------------------------
Reporting 9. SOLE DISPOSITIVE POWER
Person
With 3,200
--------------------------------------------------------------
10. SHARED DISPOSITIVE POWER
234,700 Shares of Common Stock
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
237,900 Shares of Common Stock individually
2,589,300 Shares of Common Stock as a group
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.8% individually, 8.9% as a Group
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14. TYPE OF REPORTING PERSON
IN
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<PAGE>
SCHEDULE 13D
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CUSIP No. 03060R101 Page 7 of 15 Pages
Pages
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1. NAME OF REPORTING PERSON
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LEE ROBINS
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2. CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
PF, AF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 29(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7. SOLE VOTING POWER
Number of 142,000
Shares --------------------------------------------------------------
Beneficially 8. SHARED VOTING POWER
Owned by NONE
Each --------------------------------------------------------------
Reporting 9. SOLE DISPOSITIVE POWER
Person
With 142,000
--------------------------------------------------------------
10. SHARED DISPOSITIVE POWER
NONE
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
142,000 Shares of Common Stock individually
2,589,300 Shares of Common Stock as a group
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.5% individually, 8.9% as a Group
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14. TYPE OF REPORTING PERSON
IN
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<PAGE>
Item 1. Security and Issuer
This Statement relates to the common stock, par value $.01 (the
"Common Stock") of AmeriCredit Corp. ("ACF"), a Texas corporation. The principal
executive offices of ACF are located at 200 Bailey Avenue, Forth Worth, Texas
76107-1220.
Item 2. Identity and Background
This Amendment No. 3 to the Schedule 13-D dated February 14, 1996 (the
"Initial Schedule 13D") is filed by Regan Partners, L.P., a New Jersey limited
partnership ("Regan Partners"), Basil P. Regan, an individual, Regan
International Fund Limited, a corporation organized under the laws of The
British Virgin Islands ("RIF"), Athena Partners, L.P., a Delaware limited
partnership ("Athena"), Lenore Robins, an individual and Lee R. Robins, an
individual; the foregoing persons are hereinafter sometimes collectively
referred to as the "Group". The purpose of this filing is to reflect the
acquisition by the Group of an additional 341,100 shares (approximately 1.2%) of
the issued and outstanding shares of Common Stock of ACF.
Regan Partners is a limited partnership organized under the laws of
the State of New Jersey. The principal business of Regan Partners is the
purchase, sale, investment, trading and reinvestment in securities; its
principal office is located at 6 East 43rd Street, New York, New York 10017.
Regan Partners has not during the last five years (i) been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors)
or (ii) been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result was or is subject to a judgment,
decree, or final order enjoining violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
The general partner of Regan Partners is Basil P. Regan. The
information to be provided for Mr. Regan is set forth below.
Mr. Regan's business address is 6 East 43rd Street, New York, New York
10017. His present principal occupations are acting as one of the general
partners of Athena and as the sole general partner of Regan Partners.
Mr. Regan has not during the last five years (i) been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result was or is subject to a judgment, decree
or final order enjoining violations of, or prohibiting or mandating activities
subject to federal or state securities laws or finding any violation with
respect to such laws. Mr. Regan is a citizen of the United States.
RIF is a corporation organized under the laws of The British Virgin
Islands. Its principal offices are located at, c/o Hemisphere Management
Limited, Hemisphere House, 9 Church Street, P.O. Box HM 951, Hamilton, Bermuda.
Mr. Regan is the Investment Manager for RIF.
RIF has not during the last five years (i) been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) been party to a civil proceeding of a judicial
8
<PAGE>
or administrative body of competent jurisdiction and as a result was or is
subject to a judgment, decree, or final order enjoining violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws.
Athena is a limited partnership organized under the laws of the State
of Delaware. The principal business of Athena is the purchase, sale, investment,
trading and reinvestment in securities; its principal offices are located at 32
East 57th Street, New York, New York and at 6 East 43rd Street, New York, New
York.
Athena has not during the last five years (i) been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result was or is subject to a judgment, decree,
or final order enjoining violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
The general partners of Athena are Basil P. Regan and Lenore Robins.
The information to be provided as to Mr. Regan is already set forth above. The
information to be provided as to Mrs. Robins is set forth below.
Lenore Robins' business address is 32 East 57th Street, 14th Floor,
New York, New York 10022. Her present principal occupation is acting as one of
the general partners of Athena.
Lenore Robins has not during the last five years (i) been convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result was or is subject to a judgment, decree,
or final order enjoining violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws. Mrs. Robins is a citizen of the United States.
Lee R. Robins' business address is 32 East 57th Street, 14th Floor,
New York, New York 10022. His present principal occupation is acting as
President of CPI Associates, Inc., a financial planning consultant with offices
at 32 East 57th Street, New York, New York 10022.
Mr. Robins has not during the last five years (i) been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result was or is subject to a judgment, decree
or final order enjoining violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws. Mr. Robins is a citizen of the United States.
Item 3. Source and Amount of Funds or other Consideration
The source and the amount of funds used by Regan Partners to make the
purchases of an additional 241,500 shares of Common Stock of ACF owned by it
were working capital of approximately $4,302,546.
The source and the amount of funds used by RIF to make the purchases
of an additional 97,600 shares of Common Stock of ACF owned by it were working
capital of approximately $1,733,064.
9
<PAGE>
The source and the amount of funds used by Basil P. Regan to purchase
the additional 2,000 shares of Common Stock of ACF owned directly by him were
personal funds of approximately $38,872.
Item 4. Purpose of Transaction
The purpose of the acquisition of the additional 341,100 shares of Common
Stock of ACF was for investment purposes. The Group and each of Regan Partners,
RIF, Basil P. Regan, Athena, Lenore Robins or Lee R. Robins may continue to
acquire additional shares of Common Stock of ACF or dispose of shares of Common
Stock of ACF for, respectively, investment purposes and to realize capital gains
or reduce capital losses as a result of the purchase of shares of Common Stock
of ACF. However, none of Regan Partners, RIF, Basil P. Regan, Athena, Lenore
Robins or Lee R. Robins, except to the extent permissible to and allowable to
any other shareholder, have any present intent to:
(a) cause or become involved in any extraordinary corporate transactions;
(b) cause a sale or transfer of a material amount of the assets of the
issuer or any of its subsidiaries;
(c) develop any plans or proposals to change the board of directors or
management of the issuer or to propose a change in the number or terms
of directors or to fill any vacancies on the board;
(d) cause any material change in the present capitalization or dividend
policy of the issuer;
(e) effect any other material change in the issuer's business or corporate
structure;
(f) effect any change in the issuer's charter or by-laws or instruments
corresponding thereto or any other actions which may impede the
acquisition of control of the issuer by any person;
(g) cause a class of securities of the issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted
in an inter-dealer quotation system of a registered national
securities association;
(h) cause a class of equity securities of the issuer to become eligible
for termination of registration pursuant to Section 12(g)(4) of the
Act; or
(i) cause any action similar to those enumerated above.
Item 5. Interest in Securities of the Issuer
(a) The number of shares of Common Stock of ACF beneficially owned by
Regan Partners is 1,695,900 shares. On information and belief, this figure
represents approximately 5.8% of the issued and outstanding shares of Common
Stock of ACF based upon 29,107,032 shares issued as at January 31, 1997.
The number of shares of Common Stock of ACF beneficially owned by RIF
is 270,500 shares. On information and belief this figure represents
approximately 0.9% of the issued and
10
<PAGE>
outstanding shares of Common Stock of ACF based upon 29,107,032 shares issued
and outstanding as at January 31, 1997.
The number of shares of Common Stock of ACF beneficially owned by
Basil P. Regan is 2,444,100. On information and belief, this figure represents
approximately 8.4% of the issued and outstanding shares of Common Stock of ACF
based upon 29,107,032 shares issued and outstanding as at January 31, 1997.
The number of shares of Common Stock of ACF beneficially owned by
Athena is 267,700. On information and belief, this figure represents
approximately 0.9% of the issued and outstanding shares of Common Stock of ACF
based upon 29,107,032 shares issued and outstanding as at January 31, 1997.
The number of shares of Common Stock of ACF beneficially owned by
Lenore Robins is 237,900. On information and belief, this represents
approximately 0.8% of the issued and outstanding shares of Common Stock of ACF
based upon 29,107,032 shares issued and outstanding as at January 31, 1997.
The number of shares of Common Stock of ACF beneficially owned by Lee
R. Robins is 142,000. On information and belief, this figure represents
approximately 0.5% of the issued and outstanding shares of Common Stock of ACF
based upon 29,107,032 shares issued and outstanding as at January 31, 1997.
The number of shares of Common Stock of ACF beneficially owned by the
Group is 2,589,300. On information and belief, this represents approximately
8.9% of the issued and outstanding shares of Common Stock of ACF based upon
29,107,032 shares issued and outstanding as reported at January 31, 1997.
(b) Regan Partners has the sole power to vote or to direct the vote
and the sole power to dispose or to direct the disposition of the 1,695,900
shares of Common Stock of ACF owned by it. RIF has the sole power to both direct
the vote and the sole power to dispose or to direct the disposition of 270,500
shares of Common Stock of ACF owned by it. Basil P. Regan directly owns 80,000
shares of Common Stock of ACF. Accordingly, he has the sole power to vote or
direct the vote and the sole power to dispose or direct the disposition of these
shares. However, Mr. Regan is also attributed the beneficial ownership of an
additional 2,096,400 shares of Common Stock of ACF. He is attributed the
beneficial ownership of such shares because, as the sole general partner of
Regan Partners and as the Investment Manager of RIF and a portion of The
Wellcome Trust, he has the sole power to vote or direct the vote and the sole
power to dispose or direct the disposition of, respectively, 1,695,900, 270,500,
and 130,000 shares of Common Stock of ACF. Additionally, Mr. Regan, as one of
the general partners of Athena, shares power (with Lenore Robins, the other
general partner of Athena) to vote or direct the vote and dispose or direct the
disposition of the 267,700 shares of Common Stock of ACF. In sum, Mr. Regan,
directly and indirectly, beneficially owns and has the power to vote or direct
the vote and dispose or direct the disposition of an aggregate of 2,444,100
shares of Common Stock of ACF.
Athena has the sole power to vote or to direct the vote and the sole
power to dispose or direct the disposition of the 267,700 shares of Common Stock
of ACF directly owned by it.
11
<PAGE>
Lenore Robins directly owns 3,200 shares of Common Stock of ACF as to
which she has the sole power to vote or direct the vote and dispose or direct
the disposition of said shares; however, Lenore Robins, in her capacity as one
of the general partners of Athena, shares power (with Basil P. Regan, the other
general partner of Athena) to vote or direct the vote and dispose or direct the
disposition of the 267,700 shares of Common Stock of ACF owned by Athena.
Lee R. Robins directly owns 114,800 shares of Common Stock of ACF.
Accordingly, he has the sole power to vote or direct the vote and the sole power
to dispose or direct the disposition of these shares. However, Mr. Robins is
also attributed the beneficial ownership of an additional 27,200 shares of
Common Stock of ACF. He is attributed the beneficial ownership of such shares
because, as the trustee for various trusts, he has the sole power to vote or
direct the vote and the sole power to dispose or direct the disposition of these
shares of Common Stock of ACF. In sum, Mr. Robins, directly and indirectly,
beneficially owns and has the power to vote or direct the vote and dispose or
direct the disposition of an aggregate of 142,000 shares of Common Stock of ACF.
The Group has the shared power to vote and direct the vote and the
shared power to dispose or direct the disposition of an aggregate of 2,589,300
shares of Common Stock of ACF.
(c) The following are transactions effected by the persons listed in
paragraph (a) above since February 20, 1997. Each transaction was effected in an
ordinary brokerage transaction through the facilities of the New York Stock
Exchange.
Regan Partners, L.P.:
Date of No. of Shares Cost
Transaction Bought Per Share
----------- ------ ---------
2/25/97 5,000 $18.57
2/28/97 16,500 18.916
2/28/97 20,000 18.885
2/28/97 20,000 19.55
2/28/97 10,000 18.882
3/04/97 5,000 18.722
3/26/97 5,000 17.45
3/27/97 10,000 17.60
3/31/97 50,000 17.004
3/31/97 50,000 17.235
3/31/97 50,000 17.425
12
<PAGE>
Regan International Fund Limited:
Date of No. of Shares Cost
Transaction Bought Per Share
----------- ------ ---------
2/28/97 15,000 $19.192
3/06/97 10,000 19.436
3/20/97 5,000 17.45
3/20/97 5,000 17.487
3/26/97 5,000 17.185
3/31/97 25,000 17.435
3/31/97 32,600 17.003
Basil P. Regan:
Date of No. of Shares Cost
Transaction Bought Per Share
----------- ------ ---------
3/06/97 2,000 $19.436
(d) No other person is known to have the right to receive or the power to direct
the receipt of dividends from or the proceeds from the sale of such securities.
Item 6. Contracts, Underwritings or Relationships with Respect to Securities
of the Issuer
Other than the contract filed as Exhibit A to the Initial Schedule 13D
hereto no person listed in Item 2 hereof is a party to any other contracts,
arrangements, understandings or relationships with any person with respect to
any securities of the issuer, including but not limited to transfer or voting of
any of the securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits
None
<PAGE>
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THE STATEMENT IS TRUE, COMPLETE AND
CORRECT.
Regan Partners, L.P.
s/Basil P. Regan
Dated: April 4, 1997 By: ------------------------------------
Basil P. Regan, General Partner
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THE STATEMENT IS TRUE, COMPLETE AND
CORRECT.
Regan International Fund Limited
s/Basil P. Regan
Dated: April 4, 1997 By: ------------------------------------
Basil P. Regan, Investment Manager
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THE STATEMENT IS TRUE, COMPLETE AND
CORRECT.
Dated: April 4, 1997 s/Basil P. Regan
------------------------------------
Basil P. Regan
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THE STATEMENT IS TRUE, COMPLETE AND
CORRECT.
Athena Partners, L.P.
s/Lenore Robins
Dated: April 4, 1997 By: ------------------------------------
Lenore Robins, General Partner
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THE STATEMENT IS TRUE, COMPLETE AND
CORRECT.
Dated: April 4, 1997 s/Lenore Robins
------------------------------------
Lenore Robins
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THE STATEMENT IS TRUE, COMPLETE AND
CORRECT.
Dated: April 4, 1997 s/Lee R. Robins
------------------------------------
Lee R. Robins
