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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1) *
REVENUE PROPERTIES COMPANY LIMITED
(Name of Issuer)
COMMON SHARES
(Title of Class of Securities)
761389402
(CUSIP Number)
CAROLE COLBERT, VICE PRESIDENT & SECRETARY
DUNDEE INVESTMENT MANAGEMENT & RESEARCH LTD.
(Formerly Goodman & Company Ltd.)
40 King Street West, 55th Floor
Toronto, Ontario, Canada
M5H 4A9
Telephone: (416) 365-2404
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
*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 13G
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CUSIP NO. 761389402 PAGE 2 OF 5 PAGES
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1 NAME OF REPORTING PERSON/S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DUNDEE INVESTMENT MANAGEMENT & RESEARCH LTD.
55th Floor, 40 King Street West
Toronto, Ontario, Canada, M5H 4A9
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
N/A (b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
SOLE VOTING POWER
NUMBER OF 5 6,897,561 Common Shares
SHARES
BENEFICIALLY SHARED VOTING POWER
OWNED BY 6 Nil
EACH
REPORTING SOLE DISPOSITIVE POWER
PERSON 7 6,897,561 Common Shares
WITH 8 SHARED DISPOSITIVE POWER
Nil
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,897,561 Common Shares comprised of 6,275,500 Common Shares, $2,000,000
debentures convertible into 606,061 Common Shares and 16,000 warrants
exercisable at $4.35, held within mutual fund, pension fund,
institutional investor and private client accounts of Dundee Investment
Management & Research Ltd. acting as investment counsel and portfolio
manager.
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.2%
12 TYPE OF REPORTING PERSON*
IA
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
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SCHEDULE 13G
ITEM 1(A). NAME OF ISSUER:
REVENUE PROPERTIES COMPANY LIMITED
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
Suite 300
131 Bloor Street West
Toronto, Ontario
M5S 1R1
ITEM 2(A). NAME OF PERSON FILING:
DUNDEE INVESTMENT MANAGEMENT & RESEARCH LTD.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
40 KING STREET WEST
SUITE 5500
TORONTO, ONTARIO
M5H 4A9
ITEM 2(C). CITIZENSHIP:
ONTARIO, CANADA
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
COMMON SHARES
ITEM 2(E). CUSIP NUMBER:
761389402
*ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B), C
HECK 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 under Section 8 of the Investment
Company Act;
(e). Investment Advisor registered under Section 203 of the Investment
Advisors 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 Rule 13d-1(b)(1)(ii)(F);
(g). Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G);
(h). Group, in accordance with Rule 13d-(b)(1)(ii)(H).
CANADIAN INVESTMENT COUNSELLING FIRM
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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:
6,275,500 Common Shares;
$2,000,000 convertible debentures bearing interest at 7% per annum and
convertible at Dundee's option to 606,061 Common Shares at $3.30 per shares
prior to December 31, 2006; 16,000 warrants to purchase Common Shares at
a price of $4.35 before September 1, 2000.
(b) Percent of class:
9.2% Common Shares
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
6,897,561
(ii) Shared power to vote or to direct the vote:
Nil
(iii) Sole power to dispose or to direct the disposition of:
6,897,561
(iv) Shared power to dispose or to direct the disposition of:
Nil
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
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable
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ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable
ITEM 10. CERTIFICATION.
Not applicable
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.
August 18, 1998 DUNDEE INVESTMENT MANAGEMENT &
RESEARCH LTD.
"Carole Colbert"
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Name: Carole Colbert
Title: Vice President and Secretary
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