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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
OMB APPROVAL
OMB Number: 3235-0145
SCHEDULE 13D Expires: October 31, 1997
Estimated average burden
hours per response...14.90
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
SUNSHINE MINING AND REFINING COMPANY
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(Name of Issuer)
PREFERRED STOCK, $11.94 PAR VALUE
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(Title of Class of Securities)
867833204
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(CUSIP Number)
DAVID J. ALLEN, ESQUIRE, 28W100 ST. CHARLES ROAD,
WEST CHICAGO, ILLINOIS (708) 231-2625
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MAY 22, 1996
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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
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.)
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).
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SCHEDULE 13D
CUSIP No. 867833204 Page 2 of 8 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GRACE HOLDINGS, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
ILLINOIS
7 SOLE VOTING POWER
NONE
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH NONE
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
NONE
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 2 of 7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Page 3 of 8 Pages
Item 1. Security and Issuer
This statement relates to the Preferred Stock, par value $11.94 per
shares (the "Preferred Stock"), issued by Sunshine Mining Company, a Delaware
corporation (the "Company"), whose principal executive offices are located at
877 West Main Street, Suite 600, Boise, Idaho 83702.
Item 2. Identity and Background
(a) The statement is filed by Grace Holdings L.P., an Illinois limited
partnership ("Grace"). Bun Partners, Inc. ("Bun") and Spurgeon Corporation
("Spurgeon") are the general partners of Grace.
(b) The business address of Grace and Bun is 1560 Sherman Avenue,
Suite 900, Evanston, Illinois 60201. The business address of Spurgeon is 28W100
St. Charles Road, West Chicago, Illinois 60185.
(c) The principal business of Grace is to purchase, sell, invest and
trade in securities. The principal business of Spurgeon is that of being a
general partner of Grace. The principal business of Bun is that of being
general partner of Grace. The names, business addresses, and present principal
occupation or employment of each director and executive officer of Spurgeon and
Bun are set forth in Schedule A hereto.
(d) None of the persons referred to in this Item 2 has, during the
last five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
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Page 4 of 8 Pages
(e) None of the persons referred to in this Item 2 has, during the
last five years, been a party to a civil proceeding of a judicial or
administrative body of 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 prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with respect to such
laws.
(f) Grace is an Illinois limited partnership and Spurgeon and Bun are
Illinois corporations.
Item 3. Source of Amount of Funds
The Preferred Stock originally owned by Grace was transferred form
Grace Brothers, Ltd. (a limited partner of Grace) and is kept in Grace's margin
account at Lehman Brothers, Inc., which account may from time to time have
debit balances. Interest charges on the margin debt are based on the fed funds
rate plus a specified margin.
Item 4. Purpose of Transaction
This 13(d) filing amendment is being made because Grace is no longer a
holder of in excess of 5% of the Preferred Stock of the Company.
On May 22, 1996, a merger became effective, whereby the Preferred Stock
was exchanged for common shares and warrants of a successor corporation to the
Company. As a result of this merger, the Preferred Stock is no longer
outstanding.
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Page 5 of 8 Pages
Item 5. Interest in Securities of the Issuer.
(a) As of the date of this filing, Grace no longer is a holder of the
Preferred Stock.
(b) Not applicable.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
Not applicable.
Item 7. Items to be filed as Exhibits.
A. Directors and Executive Officers of Spurgeon Corporation and Bun
Partners, Inc.
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Page 6 of 8 Pages
SIGNATURE
Grace Holdings, L.P., after reasonable inquiry and to the best of their
knowledge and belief, certify that the information set forth in this statement
is true, complete and correct.
Grace Holdings L.P.
By: BRADFORD T. WHITMORE
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Bradford T. Whitmore
President
Bun Partners, Inc.
Its: General Partner
Dated May 27, 1996
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Page 7 of 8 Pages
EXHIBIT A
Directors and Executive Officers of Spurgeon Corporation
Principal Position
With Spurgeon,
Name & Business Address Occupation
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Robert D. Van Kampen Sole shareholder
926 Robbins Road, Ste. 180 Director and President of
Grand Haven, MI 49417 Spurgeon. General Partner,
Van Kampen Asset Management.
David J. Allen Vice President and
28W100 St. Charles Road Secretary of Spurgeon.
West Chicago, IL 60185 General Partner and
Counsel of Van Kampen
Asset Management.
Jerry A. Trannel Treasurer of Spurgeon.
28W100 St. Charles Road Controller of Grace
Grand Haven, MI 49417 Holdings, LP Controller
Van Kampen Asset
Management.
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* All are United States Citizens
The business address of Van Kampen Asset Management is 28W100 St.
Charles Road, West Chicago, IL 60185. The principal business of Van Kampen
Asset Management is investment and asset management.
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Page 8 of 8 Pages
Directors and Executive Officers of Bun Partners, Inc.*
Principal Position with
Bun Partners, Inc.,
Name & Address Occupation.
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Bradford T. Whitmore Sole shareholder, Director
1560 Sherman Avenue, Ste. 900 and President of Bun
Evanston, IL 60201 Partners, Inc. General
Partner, Grace Brothers,
Ltd.
Mary Ann Whitmore Secretary and Treasurer of
1560 Sherman Avenue, Ste. 900 Bun Partner, Inc.
Evanston, IL 60201
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* All are United States Citizens
