SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No. 1
EASTERN ENVIRONMENTAL SERVICES, INC.
(Name of Issuer)
Common Stock, par value $0.01
(Title of Class of Securities)
276369105
(CUSIP Number)
William C. Skuba, President and Chairman
Eastern Environmental Services, Inc.
Route 309 North, RR #4, Box 4452
Drums, PA 18222 (717) 788-7020
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
September 29, 1995
(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 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 less than five percent
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).
CUSIP No. 21215T 10 3
1) Name of Reporting Persons S.S. or I.R.S. Identification Nos.
of Above Persons: Continental Waste Industries, Inc., a Delaware
corporation. Federal I.D. No. 11-2909512.
2) Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
(b)
3) SEC Use Only
4) Source of Funds (See Instructions): WC
5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e)
6) Citizenship or Place of Organization: Delaware
Number of Shares (7) Sole Voting Power: 428,500
Beneficially Owned (8) Shared Voting Power:
by Each Reporting (9) Sole Dispositive Power:
Person with (10) Shared Dispositive Power:
11) Aggregate Amount Beneficially Owned by Each Reporting
Person: 428,500
12) Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)
13) Percent of Class Represented by Amount in Row (11): 8.31%
14) Type of Reporting Person (See Instructions): CO
<PAGE>
1. Security and Issuer.
This statement relates to the common stock, par value $0.01
of Eastern Environmental Services, Inc. ("Eastern"). Eastern's
principal executive offices are located at Route 309 North, RR
#4, Box 4452, Drums, PA 18222.
This Amendment No. 1 amends and supplements the statement on
Schedule 13D dated May 11, 1995 filed by Continental Waste
Industries, Inc., a Delaware corporation relating to the shares
of common stock, par value $0.01 of Eastern Environmental
Services, Inc.
2. Identity and Background.
This statement is being filed by Continental Waste
Industries, Inc., a Delaware corporation ("CWI"). CWI is
principally engaged in the business of providing integrated solid
waste management services to residential, commercial and
industrial customers concentrated in the Midwestern and Mid-South
regions of the United States. These services include non-
hazardous landfill disposal, solid waste collection, transfer
station operations and recycling programs. The business address
of CWI is 67 Walnut Avenue, Suite 103, Clark, NJ 07066. CWI's
Directors and Executive Officers are listed in Appendix A
attached hereto and made a part hereof.
During the last five years, neither the Company nor to the
best of the Company's knowledge, the persons named in Appendix A
have not been convicted in any criminal proceeding (excluding
traffic violations and similar misdemeanors) or have been a party
to any civil proceeding of a judicial or administrative body of
competent jurisdiction as a result of which such person or
persons were 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.
3. Source and Amount of Funds.
CWI currently owns 428,500 shares of common stock of Eastern
(the "Eastern Shares"). The Eastern Shares were purchased over
the last six months at an average price per share of $1.07. CWI
funded the purchase of the Eastern Shares solely from working
capital. On September 29, 1995 the Company sold 75,000 Eastern
Shares or approximately 1.5% of Eastern's outstanding common
stock. See Item 5 below for a schedule of CWI's transactions in
the shares of common stock of Eastern during the past 60 days.
4. Purpose of the Transaction.
The acquisition by CWI of the Eastern Shares is for
investment purposes only. CWI may, from time to time, increase
or decrease (including complete disposition) its ownership
interest in Eastern, depending upon its evaluation of Eastern's
business and prospects and market conditions, generally although
CWI does not have any present plans to increase/decrease this
ownership interest.
CWI has in the past discussed with Eastern various proposals
which relate to or would result in an acquisition by CWI of all
or part of Eastern. However, these discussions have not resulted
in any definitive plan or agreement and no such plan or agreement
is presently under discussion. CWI may in the future initiate or
respond to proposals with Eastern about one or more transactions
between CWI and Eastern.
Except to the extent indicated above, CWI has no specific
present plans or proposals which relate to or would result in:
(a) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving Eastern or any of its
subsidiaries; (b) a sale or transfer of a material amount of
assets of Eastern or any of its subsidiaries; (c) any change in
the present board of directors or management of Eastern,
including any plans or proposals to change the number of term of
directors or to fill any existing vacancies on the board of
directors; (d) any material change in the present capitalization
or dividend policy of Eastern; (e) any other material change in
Eastern's business or corporate structure; (f) changes in
Eastern's charter or bylaws or other actions which may impede the
acquisition of control of Eastern by any person; (g) causing a
class of securities of Eastern 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) a class of equity securities of
Eastern becoming eligible for termination of registration
pursuant to Section 12(g)(4) of the Securities Exchange Act of
1934; or (i) any action similar to any of these enumerated above.
CWI has noted that William R. Skuba, Chairman of the Board
and Chief Executive Officer of Eastern owns 1,591,201 shares of
Eastern's class A common stock, being all of such class of stock.
These shares, which are not registered, entitle the holder to
four votes per share on all matters submitted to a vote of
stockholders. Therefore, Mr. Skuba controls approximately 71% of
the voting interest of Eastern. As such, it would not be
possible in any event to effect any of the changes listed above
without the consent of Mr. Skuba.
5. Interest in Securities of the Issuer.
CWI beneficially owns 428,500 shares of common stock of
Eastern. Based upon information contained in the most recently
available filing by Eastern with the Securities and Exchange
Commission, these shares contribute approximately 8.31% of
Eastern's issued and outstanding common stock.
The following table sets forth information with respect to
the shares of the common stock of Eastern acquired or sold in the
past 60 days. CWI has the sole power to vote, and to dispose of
the Eastern Shares. To CWI's best knowledge, no shares of
Eastern's issued and outstanding common stock are beneficially
owned by any of its executive officers or directors, nor have
these individuals effected any transactions in the shares in the
past 60 days.
Average
Date Transaction Shares Price/Share
07/17/95 Bought 4,500 1.41
07/21/95 Sold (4,500) 1.41
09/29/95 Sold (55,000) 2.03
09/29/95 Sold (20,000) 2.09
6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
None
7. Material to be Filed as Exhibits.
None
<PAGE>
APPENDIX A
EXECUTIVE OFFICERS AND DIRECTORS
CONTINENTAL WASTE INDUSTRIES, INC.
Name Title Address
Carlos E. Aguero Chief Executive Officer 67 Walnut Avenue
President/Director Clark, NJ 07066
Thomas A. Volini Chief Operating Officer 4052 Franklin Avenue
Chairman Western Springs,
IL 60558
Michael Drury Chief Financial Officer 67 Walnut Avenue
Senior Vice President Clark, NJ 07066
Jeffrey E. Levine Senior Vice President 67 Walnut Avenue
General Counsel and Clark, NJ 07066
Secretary
Richard J. Carlson Director 2844 W. Logan Blvd.
Chicago, IL 60647
Bret R. Maxwell Director 3729 Dauphine Road
Northbrook, IL 60062
Donald H. Haider Director 5347 N. Lakewood Ave
Chicago, IL 60640
<PAGE>
SCHEDULE 13D
SIGNATURES
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned hereby
certifies that the information set forth in this statement is
true, complete and correct.
Dated this 7th day of November, 1995.
CONTINENTAL WASTE INDUSTRIES, INC.
By: /s/ Jeffrey E. Levine
Senior Vice President
General Counsel and Secretary
