UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No.__)
Under the Securities Exchange Act of 1934
CORECOMM INCORPORATED
(Name of Issuer)
Common Stock, par value $.01
(Title of Class of Securities)
21868N106000
(CUSIP Number)
Karen C. Manson
Secretary
Lehman Brothers Holdings Inc.
3 World Financial Center, 24th Floor
New York, NY 10285
(212) 526-1936
(Name, Address and Telephone Number of Person Authorized to
Receive Notice and Communications)
April 25, 1997
(Date of Event which required Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is 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 reporting 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). NOT APPLICABLE.
<PAGE>
CUSIP No. 21868N106000
1) Names of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Lehman Brothers Holdings Inc.
13-3216325
2) Check the Appropriate box if a Member of a Group (see instructions)
(a) [X]
(b) [ ]
3) SEC Use Only
4) Source of Funds (see instructions)
OO
5) Check Box if Disclosure of Legal Proceedings is Requires
Pursuant to Items 2(d) or 2(E)
[ ]
6) Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:
7) Sole Voting Power
-0-
8) Shared Voting Power
1,104,663
9) Sole Dispositive Power
-0-
10) Shared Dispositive Power
1,104,663
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,104,663
<PAGE>
12) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
----------------------------------------------------------------
[ ]
13) Percent of Class Represented by Amount in Row 9
-----------------------------------------------
8.34%
14) Type of Reporting Person
HC/CO
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.
Dated: April 25, 1997
LEHMAN BROTHERS HOLDINGS INC.
By: /s/ Karen C. Manson
-------------------
Name: Karen C. Manson
Title: Vice President and
Secretary
<PAGE>
CUSIP No.
21868N106000
1) Names of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Lehman Brothers Finance S.A.
2) Check the Appropriate box if a Member of a Group (see instructions)
(a) [X]
(b) [ ]
3) SEC Use Only
4) Source of Funds (see instructions)
OO
5) Check Box if Disclosure of Legal Proceedings is Requires
Pursuant to Items 2(d) or 2(E)
[ ]
6) Citizenship or Place of Organization
Switzerland
Number of Shares Beneficially Owned by Each Reporting Person With:
7) Sole Voting Power
930,000
8) Shared Voting Power
-0-
9) Sole Dispositive Power
930,000
10) Shared Dispositive Power
-0-
11) Aggregate Amount Beneficially Owned by Each Reporting Person
930,000
<PAGE>
12) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
13) Percent of Class Represented by Amount in Row 9
7.02%
14) Type of Reporting Person
CO
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.
Dated: April 25, 1997
Lehman Brothers Finance S.A.
By: /s/ Karen C. Manson
-------------------
Name: Karen C. Manson
Title: Authorized Signatory
<PAGE>
Schedule 13D
Item 1. Security and Issuer
This statement relates to the Common Stock, par value $.01
(the "Common Stock"), of CoreComm Incorporated, a Delaware
corporation ("CoreComm"). The address of the principal executive
offices of CoreComm is 110 East 59th Street, New York, NY 10022.
Item 2. Identity and Background
This statement is filed on behalf of the following entities:
Lehman Brothers Holdings Inc., a Delaware corporation ("Holdings"),
3 World Financial Center
200 Vesey Street
New York, NY 10285
Holdings through its domestic and foreign subsidiaries is a
full-line securities firm. Holdings is the parent of Lehman Brothers
Finance S.A.
Lehman Brothers Finance S.A., a Swiss corporation, ("LBF"),
13 Route de Florissant
7th Floor
1211 Geneva 12 Switzerland
LBF, a wholly owned subsidiary of Holdings, is engaged in the
equity, swap and derivatives business.
The names, residence or business addresses, citizenships and
present principal occupations or employment of the senior executive
officers and directors of the Reporting Persons are set forth in
Appendix A hereto.
None of the Reporting Persons, nor to the best knowledge of the
Reporting Persons, any of the persons listed in Appendix A hereto, has
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 or administrative body of a
competent jurisdiction and as a result of such proceeding was or is
subject to a judgment, decree or final order enjoining future
violations of, or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
Item 3. Source of Funds or Other Consideration
The shares were acquired by LBF with internally generated funds.
See Item 4.
Item 4. Purpose of Transaction
On April 25, 1997 LBF acquired in the ordinary course of its business
an aggregate of 930,000 shares of Common Stock of CoreComm for $14.25
per share in two privately negotiated transactions: one for 850,000
shares with the Baron Asset Fund; and the other for 80,000 shares
with the Baron Growth and Income Fund. Such acquisitions were made
by LBF in connection with two three- month swap transactions related
to CoreComm stock entered into by such funds with LBF on the same date.
Such swaps were entered into in the ordinary course of LBF's
business.
The acquisition of CoreComm stock was incidental to LBF's
swaps and derivatives business and was not made with an intention to
control the issuer. Depending on the status of the related swap
transactions, market and other conditions or events, LBF may sell
some or all of such CoreComm shares in privately negotiated
transactions, in broker's transactions, both on and off the exchange,
or otherwise. In addition, LBF may, in the ordinary course of its
business, acquire additional shares of CoreComm shares in privately
negotiated transactions, in broker's transactions, both on and off
the exchange, or otherwise.
Lehman Brothers Inc. ("LBI"), a registered broker-dealer affiliate of
LBF, acted as agent for the parties and received customary and usual
fees for its services. LBI purchases, sells and holds CoreComm Common
Stock for itself and its customers in the ordinary course of its
business.
Item 5. Interest in Securities of the Issuer
(a) LBF holds 930,000 shares of CoreComm Common Stock,
representing 7.02% of CoreComm Common Stock. Holdings
indirectly holds 1,104,663 shares of CoreComm Common Stock,
representing 8.34% of CoreComm Common Stock. Of such
amount 7.02% is held by LBF and 1.32% is held by LBI,
its broker-dealer subsidiary, in the ordinary course of its
business.
(b) LBF has sole voting power and sole investment power over its
shares. Holdings has shared voting power and shared investmen
power of shares held by its subsidiaries. See Item 4.
(c) See Item 4.
(d) None of the Reporting Persons nor, to their knowledge, any
of the persons listed in Appendix A hereto, knows of any
other person who has the right to receive or the power to
direct the receipt of dividends from, or the proceeds from
the sale of, any shares of Common Stock beneficially owned by
the Reporting Persons.
(e) Not applicable.
<PAGE>
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
None.
<PAGE>
APPENDIX A
LEHMAN BROTHERS HOLDINGS INC.
BOARD OF DIRECTORS
NAME / TITLE BUSINESS ADDRESS
Michael L. Ainslie Lehman Brothers Holdings Inc.
Private Investor and former 3 World Financial Center
President and Chief Executive New York, New York 10285
Officer of Sotheby's Holdings
John F. Akers Lehman Brothers Holdings Inc.
Retired Chairman of 3 World Financial Center
International Business Machines New York, New York 10285
Corporation
Roger S. Berlind Lehman Brothers Holdings Inc.
Theatrical Producer 3 World Financial Center
New York, New York 10285
Thomas H. Cruikshank Lehman Brothers Holdings Inc.
Retired Chairman and Chief 3 World Financial Center
Executive Officer of Halliburton New York, New York 10285
Company
Richard S. Fuld, Jr. Lehman Brothers Holdings Inc.
Chairman and Chief Executive 3 World Financial Center
Officer of New York, NY 10285
Lehman Brothers Holdings Inc.
Katsumi Funaki* Lehman Brothers Holdings Inc.
Senior General Manager of 3 World Financial Center
International Business of the New York, NY 10285
Finance and Investment Planning
Office of Nippon Life
Henry Kaufman Lehman Brothers Holdings Inc.
President of Henry Kaufman & 3 World Financial Center
Company, Inc. New York, NY 10285
John D. Macomber Lehman Brothers Holdings Inc.
Principal of JDM Investment Group 3 World Financial Center
New York, NY 10285
Dina Merrill Lehman Brothers Holdings Inc.
Actress and Director and Vice 3 World Financial Center
Chairman of RKO Pictures, Inc. New York, NY 10285
<PAGE>
Masataka Shimasaki* Lehman Brothers Holdings Inc.
Director and General Manager for 3 World Financial Center
the Americas of Nippon Life New York, NY 10285
LEHMAN BROTHERS HOLDINGS INC.
EXECUTIVE OFFICERS
NAME / TITLE BUSINESS ADDRESS
Richard S. Fuld, Jr. Lehman Brothers Holdings Inc.
Chairman and Chief Executive Officer 3 World Financial Center
of Lehman Brothers Holdings Inc. New York, NY 10285
Jeremiah M. Callaghan Lehman Brothers Holdings Inc.
Chief of Operations and Technology 3 World Financial Center
New York, NY 10285
John L. Cecil
Chief Administrative Officer Lehman Brothers Holdings Inc.
3 World Financial Center
New York, NY 10285
Thomas A. Russo Lehman Brothers Holdings Inc.
Chief Legal Officer 3 World Financial Center
New York, NY 10285
Charles B. Hintz Lehman Brothers Holdings Inc.
Chief Financial Officer 3 World Financial Center
New York, NY 10285
- -----
All above individuals are citizens of the United States except those individuals
with an * who are citizens of Japan.
<PAGE>
LEHMAN BROTHERS FINANCE S.A.
BOARD OF DIRECTORS
NAME BUSINESS ADDRESS
Peter A. Gamester* Lehman Brothers Inc.
Director One Broadgate
London EC2M 7HA, England
Heinz Schmid Lehman Brothers Inc.
Director 13 Route de Florissant
1211 Geneva 12 Switzerland
Eric W. Fiechter Lehman Brothers Inc.
Director 13 Route de Florissant
1211 Geneva 12 Switzerland
- -----
Above individuals are citizens of Switzerland except those individuals
with an * who are citizens of the United Kingdom.
