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OMB APPROVAL
UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: December 31, 1997
Washington, D.C. 20549 Estimated average burden
hours per response 14.90
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1 )*
PEOPLES TELEPHONE COMPANY, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
712574102
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(CUSIP Number)
Check the following box if a fee is being paid with this statement / /.
(A fee is not required only if the filing 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.)
*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 the
disclosures provided in a prior cover page.
The information required in 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 1 of 9 pages
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CUSIP NO. 712574102 13G PAGE 2 OF 9 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
(A) KAIM NON-TRADITIONAL, L.P., 95-4486379
(B) RICHARD A. KAYNE, ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
(A) IS A CALIFORNIA LIMITED PARTNERSHIP
(B) IS A U.S. CITIZEN
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5 SOLE VOTING POWER
(A) 0
(B) 15,000
NUMBER OF --------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY (A) 746,300
OWNED BY (B) 746,300
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH (A) 0
(B) 15,000
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8 SHARED DISPOSITIVE POWER
(A) 746,300
(B) 746,300
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
(A) 746,300
(B) 761,300
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
(A) 4.61%
(B) 4.70%
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12 TYPE OF REPORTING PERSON*
(A) IA
(B) IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 9 pages
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Because of the public nature of the information, the Commission can
utilize it for a variety of purposes, including referral to other governmental
authorities or securities self-regulatory organizations for investigatory
purposes or in connection with litigation involving the Federal securities laws
or other civil, criminal or regulatory statutes or provisions. Social
Security or I.R.S. identification numbers, if furnished, will assist the
Commission in identifying security holders and, therefore, in promptly
processing statements of beneficial ownership of securities.
Failure to disclose the information requested by this schedule, except
for Social Security or I.R.S. identification numbers, may result in civil or
criminal action against the persons involved for violation of the Federal
securities laws and rules promulgated thereunder.
GENERAL INSTRUCTIONS
A. Statements containing the information required by this schedule shall be
filed not later than February 14 following the calendar year covered by
the statement or within the time specified in Rule 13d-1(b)(2), if
applicable.
B. Information contained in a form which is required to be filed by rules
under section 13(f)(15 U.S.C. 78m(f)) for the same calendar year as that
covered by a statement on this schedule may be incorporated by reference
in response to any of the items of this schedule. If such information
is incorporated by reference in this schedule, copies of the relevant
pages of such form shall be filed as an exhibit to this schedule.
C. The item numbers and captions of the items shall be included but the
text of the items is to be omitted. The answers to the items shall be
so prepared as to indicate clearly the coverage of the items without
referring to the text of the items. Answer every item. If an item is
inapplicable or the answer is in the negative, so state.
SEE ATTACHED
ITEM 1.
(a) Name of Issuer
(b) Address of Issuer's Principal Executive Offices
ITEM 2.
(a) Name of Person Filing
(b) Address of Principal Business Office or, if none, Residence
(c) Citizenship
(d) Title of Class of Securities
(e) CUSIP Number
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the act
(d) [ ] Investment Company registered in section 8 of the
Investment Company Act
(e) [ ] Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see section 240.13d-1(b)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with section
240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with section 240.13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in
Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) Amount Beneficially Owned
(b) Percent of Class
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(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the disposition of
(iv) shared power to dispose or to direct the disposition of
Instruction: For computations regarding securities which represent a right to
acquire an underlying security see Rule 13d-3(d)(1).
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [X].
Instruction: Dissolution of a group requires a response to this item.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
If any 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, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment fund is not
required.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
If a parent holding company has filed this schedule, pursuant to
Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating
the identity and the Item 3 classification of the relevant subsidiary. If a
parent holding company has filed this schedule pursuant to Rule 13d-1(c),
attach an exhibit stating the identification of the relevant subsidiary.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(H), so
indicate under Item 3(h) and attach an exhibit stating the identity and Item 3
classification of each member of the group. If a group has filed this schedule
pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each
member of the group.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity. See Item 5.
ITEM 10. CERTIFICATION
The following certification shall be included if the statement is filed
pursuant to Rule 13d-1(b):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course
of business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purposes or effect.
SEE ATTACHED
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.
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Date
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Signature
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NAME/Title
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United States
Securities and Exchange Commission
Schedule 13G, Amendment No. 1
Peoples Telephone Company, Inc. (PHO)
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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.
November 10, 1997
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Date
/s/ RICHARD A. KAYNE
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Richard A. Kayne
KAIM NON-TRADITIONAL, L.P.
By: Kayne Anderson Investment Management, Inc.
By: /s/ DAVID J. SHLADOVSKY
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David J. Shladovsky, Secretary
Page 5 of 9 pages
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United States
Securities and Exchange Commission
Schedule 13G, Amendment No. 1
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<TABLE>
<S> <C> <C> <C>
Item 1. (a) Issuer: Peoples Telephone Company, Inc.
Address: 2300 Northwest 89th Place
Miami, Florida 33172
Item 2. (a) Filing Persons: KAIM Non-Traditional, L.P. Richard A. Kayne
Addresses: 1800 Avenue of the Stars, 2nd Floor 1800 Avenue of the Stars, 2nd Floor
Los Angeles, CA 90067 Los Angeles, CA 90067
(c) Citizenship: KAIM Non-Traditional, L.P. is a California limited partnership
Richard A. Kayne is a U.S. Citizen
(d) Title of Class
of Services: Common Stock
(e) Cusip Number: 712574102
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or
13d-2(b), check whether the person filing is a:
(e) KAIM Non-Traditional, L.P. is an investment adviser registered under section 203 of
the Investment Advisers Act of 1940
</TABLE>
Item 4. Ownership
(a) Amount Beneficially Owned:
Three investment limited partnerships 735,300
Managed Account (employee benefit plan) 11,000
Richard & Suzanne Kayne 15,000
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TOTAL 761,300
(b) Percent of Class: 4.70%
Page 6 of 9 pages
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JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1)
This agreement is made pursuant to Rule 13d-1(f)(1) under the Securities
Exchange Act of 1934 (the "Act") by and between the parties listed below, each
referred to herein as a "Joint Filer." The Joint Filers agree that a statement
of beneficial ownership as required by Section 13(d) of the Act and the Rules
thereunder may be filed on each of their behalf on Schedule 13D or Schedule 13G,
as appropriate, and that said joint filing may thereafter be amended by further
joint filings. The Joint Filers state that they each satisfy the requirements
for making a joint filing under Rule 13d-1.
November 10, 1997
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Date
/s/ RICHARD A. KAYNE
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Richard A. Kayne
KAIM NON-TRADITIONAL, L.P.
By: Kayne Anderson Investment Management, Inc.,
general partner
By: /s/ DAVID J. SHLADOVSKY
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David J. Shladovsky, Secretary
Page 7 of 9 pages
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United States
Securities and Exchange Commission
Schedule 13G, Amendment No. 1
(cover page)
Peoples Telephone Company, Inc. (PHO)
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Box 9. The reported shares are owned by (a) four investment accounts
(including three investment limited partnerships and an employee
benefit plan) managed, with discretion to purchase or sell securities,
by KAIM. Non-Traditional, L.P., a registered investment adviser, or (b)
Richard A. Kayne and his wife.
KAIM Non-Traditional, L.P. is the sole or managing general partner of
two of the limited partnerships and a co-general partner of the fourth.
Richard A. Kayne is the controlling shareholder of the corporate owner
of Kayne Anderson Investment Management, Inc., the sole general partner
of KAIM Non-Traditional, L.P. Mr. Kayne is also the managing general
partner of one of the limited partnerships and a limited partner of
each of the limited partnerships. Mr. Kayne serves as trustee of the
employee benefit plan.
KAIM Non-Traditional, L.P. disclaims beneficial ownership of the shares
reported, except those shares attributable to it by virtue of its
general partner interests in the limited partnerships. Mr. Kayne
disclaims beneficial ownership of the shares reported, except those
shares held by him or attributable to him by virtue of his limited and
general partner interests in the limited partnerships and by virtue of
his indirect interest in the interest of KAIM Non-Traditional, L.P. in
the limited partnerships.
Page 8 of 9 pages
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UNDERTAKING
The undersigned agree jointly to file the attached Statement of Beneficial
Ownership on Schedule 13G with the U.S. Securities Exchange Commission and
Peoples Telephone Company, Inc.
November 10, 1997
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Date
/s/ RICHARD A. KAYNE
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Richard A. Kayne
KAIM NON-TRADITIONAL, L.P.
By: Kayne Anderson Investment Management, Inc.
general partner
By: /s/ DAVID J. SHLADOVSKY
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David J. Shladovsky, Secretary
Page 9 of 9 pages
