SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Uranium Resources, Inc.
(Name of Issuer)
Common Stock, Par Value $0.001 Per Share
(Title of Class of Securities)
916901-30-9
(CUSIP Number)
Brian L. Blomquist
7711 Carondelet Ave., St. Louis, MO 63105, (314) 727-5305
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 15, 1999
(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(e), Rule 13d-1(f) or Rule 13d-
1(g),check the following box [ ].
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).
<PAGE>
<PAGE>
SCHEDULE 13D
CUSIP NO. 916901-30-9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lindner Asset Management, Inc. f/k/a Ryback Management Corporation
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
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
Michigan
7 SOLE VOTING POWER
3,000,000
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 3,000,000
PERSON
WITH 10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
3,000,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.3%
14 TYPE OF REPORTING PERSON
IA, CO
<PAGE>
<PAGE>
SCHEDULE 13D
CUSIP NO. 916901-30-9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lindner Dividend Fund, a separate series of Lindner
Investments
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON
WITH 10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,125,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.7%
14 TYPE OF REPORTING PERSON
IV, OO
<PAGE>
<PAGE>
SCHEDULE 13D
CUSIP NO. 916901-30-9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lindner Bulwark Fund, a separate series of Lindner
Investments
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON
WITH 10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
875,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6%
14 TYPE OF REPORTING PERSON
IV, OO
<PAGE>
<PAGE>
This Amendment No. 3 to Schedule 13D is being filed by Lindner Asset
Management, Inc., a Michigan corporation ("Lindner Asset"), formerly known
as Ryback Management Corporation, in order to amend Items 2 and 5 in their
entirety as follows:
Item 2. Identity and Background.
Linder Asset Management, Inc., a Michigan corporation, ("Lindner Asset")
formerly known as Ryback Management Corporation, is a registered investment
adviser providing investment advisory services to a number of investment
company clients, including Lindner Dividend Fund ("Dividend Fund")and
Lindner Bulwark Fund ("Bulwark Fund") (Lindner Asset, Dividend Fund, and
Bulwark Fund are collectively referred to herein as the "Reporting
Persons"). Dividend Fund and Bulwark Fund are separate series of Lindner
Investments, a Massachusetts business trust (the "Trust"), a registered
investment company. The address of the principal business and principal
office for each of the Reporting Persons is 7711 Carondelet Ave., St. Louis,
MO 63105.
The following table sets forth certain information with respect to the
executive officers and directors of Lindner Asset and the Trust. Each
person is a citizen of the United States and, unless otherwise indicated,
has his business address at 7711 Carondelet Ave., St. Louis, MO 63105.
Principal Occupation and
Business Address if Different
Name from that set forth above
- ---- -----------------------------
Eric E. Ryback (1)(2)(3) President of Lindner Asset
Brian L. Blomquist (1) Executive Vice President and Assistant
Secretary of Lindner Asset
Terrence P. Fitzgerald(3) Vice President, Development Director,
The Mills Corporation
Washington Harbour
3000 K Street, NW, Suite 400
Washington, DC
Marc P. Hartstein (3) Director - Industry Development,
Anheuser-Busch, Inc.
3 Middlebrook Lane
St. Louis, Missouri
Donald J. Murphy (3) President of Murcom Financial, Ltd.
970 E. Deerpath
Lake Forest, Illinois
Doug T. Valassis (2)(3)(4) Chairman of the Board and Treasurer
of Lindner Asset and President of Franklin
Enterprises, Inc.
520 Lake Cook Road
Deerfield, Illinois
Robert L. Byman (3) Partner in the law firm of
Jenner & Block
One IBM Plaza, Chicago, Illinois
Peter S. Horos (3) Investment Manager, All State Life
Insurance Company, All State Plaza,
Northbrook, Illinois
Dennis P. Nash (3) Vice President, Nellis Feed Company
899 Skokie Blvd.
Northbrook, Illinois
Edward W. Elliot, Jr.(4) Vice Chairman, Franklin Enterprises, Inc.
520 Lake Cook Road
Deerfield, Illinois
D. Craig Valassis (2)(4) Vice President, Franklin Enterprises, Inc.
520 Lake Cook Road
Deerfield, Illinois
Robert L. Miller (2) Treasurer, Franklin Enterprises, Inc.
520 Lake Cook Road
Deerfield, Illinois
Mark T. Finn Vice Chairman of Lindner Asset
Chairman, Vantage Consulting Group, Inc.
3500 Pacific Avenue
Virgina Beach, Virginia
- ---------------------------
(1) Also an executive officer of the Trust
(2) Director of Lindner Asset
(3) Trustee of the Trust
(4) Messrs. Doug T. Valassis, D. Craig Valassis and Edward W. Elliot,
Jr. are co-Trustees of the George F. Valassis Stock Trust and other
trusts, which are the owners of 52% of the voting securities of
Lindner Asset
None of the Reporting Persons nor any of their executive officers, directors
or trustees has, during the last five years, been convicted in a criminal
proceeding.
None of the Reporting Persons nor any of their executive officers, directors
or trustees has, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction as
a result of which he or it was or is subject to any 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.
Item 5. Interest in Securities of the Issuer.
(a) Dividend Fund beneficially owns 2,125,000 shares of Stock
(approximately 13.7% of the outstanding shares of Stock). Of these
2,125,000 shares of Stock, Dividend Fund beneficially owns 1,500,000 shares
of Stock as a result of convertible notes held by Dividend Fund that were
acquired pursuant to the Exchange Agreement and it beneficially owns 625,000
shares of Stock as a result of Warrants issued to it pursuant to the
Exchange Agreement. Bulwark Fund beneficially owns 875,000 shares of Stock
(approximately 5.6% of the outstanding shares of Stock). Of these 875,000
shares of Stock, Bulwark Fund beneficially owns 500,000 shares of Stock as a
result of convertible notes held by Bulwark Fund that were acquired pursuant
to the Exchange Agreement and beneficially owns 375,000 shares of Stock as a
result of Warrants issued to it pursuant to the Exchange Agreement. Lindner
Asset, in its capacity as investment adviser to Dividend Fund and Bulwark
Fund, may be deemed beneficial owner of all such shares.
(b) Lindner Asset has sole dispositive power and sole voting power with
respect to the shares owned by Dividend Fund and Bulwark Fund.
(c) During the sixty days immediately preceding the date of this filing,
the Reporting Persons engaged in the following transactions with respect to
the Stock.
Transaction Number of Price
Date Type Shares Per Share Consideration
- ---- ----------- --------- --------- -------------
4/15/99 Sale (1) 500,000 0.11 $ 55,000
- ---------------
(1) By Dividend Fund.
(d) No other persons are known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of Stock
held by any of the Reporting Persons.
(e) The Reporting Persons described in this Schedule have not ceased to be
beneficial owners of more than 5% of the outstanding shares of Stock.
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.
Date: May 21, 1999 /S/ BRIAN L. BLOMQUIST
----------------------------
Brian L. Blomquist,Executive Vice President
Linder Asset Management, Inc.
Lindner Investments
