SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 11)
Publicker Industries Inc.
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
744635103
(CUSIP Number)
Joel I. Greenberg, Esq.
Kaye, Scholer, Fierman, Hays & Handler, LLP
425 Park Avenue
New York, New York 10022
(212) 836-8201
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 1, 1998
(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 that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box. [ ]
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) 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 continuing 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).
(Continued on following pages)
(Page 1 of 5)
<PAGE>
CUSIP NO. 744635103 SCHEDULE 13D Page 2 of 5 Pages
1 NAMES OF REPORTING PERSONS Harry I. Freund
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS *
PF
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF 7 SOLE VOTING POWER
SHARES 2,050,049
BENEFICIALLY
OWNED BY EACH 8 SHARED VOTING
REPORTING 22,100
PERSON WITH
9 SOLE DISPOSITIVE POWER
2,050,049
10 SHARED DISPOSITIVE POWER
314,975
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,365,024
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES * [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.2%
14 TYPE OF REPORTING PERSON *
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
AMENDMENT NO. 11 TO SCHEDULE 13D
This Amendment No. 11, dated October 13, 1998, to Schedule
13D (this "Statement") is filed on behalf of Harry I. Freund and
amends Schedule 13D filed on behalf of Mr. Freund, as previously
amended by Amendment No. 10 filed with the Securities and Exchange
Commission on June 2, 1998 (the "Schedule 13D"), relating to the
common stock, $.10 par value (the "Common Stock") of Publicker
Industries Inc., a Pennsylvania corporation (the "Company").
Item 3 of the Schedule 13D is hereby amended, and Item 5 of
the Schedule 13D is hereby amended and restated in its entirety, as
follows:
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On the following dates, Mr. Freund purchased the following
numbers of shares of Common Stock at the prices set forth below:
Date of Purchase Number of Shares Purchased Purchase Price Per Share
8/7/98 10,500 $1.8879
8/11/98 1,500 $1.8208
8/12/98 4,000 $1.925
8/13/98 2,500 $1.80
8/14/98 33,750 $1.7519
8/18/98 2,500 $1.80
8/26/98 7,000 $1.8208
8/27/98 8,500 $1.9267
8/28/98 750 $1.9979
8/31/98 17,000 $1.9875
9/3/98 11,000 $1.925
9/4/98 13,710 $1.925
9/24/98 17,100 $2.9346
9/25/98 1,250 $3.05
10/1/98 61,000 $3.415
10/9/98 10,500 $3.425
10/12/98 25,000 $3.5083
Mr. Freund used his personal funds for the foregoing purchases of
Common Stock.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
As of the close of business on the date of this Statement,
Mr. Freund may be deemed, pursuant to Section 13(d)(3) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"),
and the rules and regulations thereunder, to own beneficially
2,365,024 shares of Common Stock, including shares of Common Stock
which may be acquired by Mr. Freund within 60 days as follows:
666,912 shares through the exercise of stock options and 660,480
shares through the exercise of stock purchase warrants. Such
shares constitute 16.2% of the 14,618,989 shares of Common Stock
outstanding as of such date, calculated in accordance with Rule
13d-3 under the Exchange Act. The shares beneficially owned also
include 22,100 shares of Common Stock held by Mr. Freund's spouse,
as custodian (the "Custodian") for one of Mr. Freund's children
under the Uniform Gifts to Minors Act, as to which Mr. Freund has
shared voting and investment power but disclaims beneficial
ownership. In addition, the shares of Common Stock beneficially
owned include 292,875 shares(1) that may be deemed to be owned
beneficially by Mr. Freund which are held by Balfour Investors
Incorporated ("Balfour") for its clients in discretionary accounts,
as to which Mr. Freund disclaims beneficial ownership. Messrs.
Freund and Jay S. Goldsmith are Chairman and President,
respectively, and the only shareholders of Balfour. The
discretionary clients of Balfour have the sole power to vote and
direct the vote of the shares held in their account. Balfour and
its discretionary clients have shared power to dispose of or direct
the disposition of the shares held in such clients' accounts. At
present, Balfour has the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of,
the Company's Common Stock for all of its discretionary clients.
See Item 3 above for a description of any transactions in
Common Stock that were effected since August 1, 1998.
Except as to the shares of the Company's Common Stock held
by the Custodian and by Balfour for its discretionary clients, Mr.
Freund has the sole power to vote and dispose of the shares of the
Company's Common Stock owned beneficially by him.
____________________
(1) Amendment No. 10 to the Schedule 13D incorrectly reported the number
of shares held by Balfour as 300,875 due to a computational error.
<PAGE>
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: October 13, 1998 /s/ Harry I. Freund
Harry I. Freund
