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Schedule 13D
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
MERCURY FINANCE COMPANY
(Name of Issuer)
Common Stock, $1.00 Par Value
(Title of Class of Securities)
589395 10 2
(CUSIP Number)
Steven E. Ducommun
Bell, Boyd & Lloyd
70 West Madison Street, Suite 3300
Chicago, IL 60602 (312) 372-1121
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 2, 1997
(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 ( ).
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. 589395 10 2
1 NAME OF REPORTING PERSON: James D. Terra
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: Not applicable
a ( ) b ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS: Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(E): ( ) None
6 CITIZENSHIP OR PLACE OF ORGANIZATION: United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER: 10,564,696
8 SHARED VOTING POWER: 0
9 SOLE DISPOSITIVE POWER: 10,564,696
10 SHARED DISPOSITIVE POWER: 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 10,564,696
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: ( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 5.9%
14 TYPE OF REPORTING PERSON: IN
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INTRODUCTION
This Amendment No. 3 relates to the Schedule 13D filed by James D.
Terra on July 26, 1996, and amended on March 5, 1997 and April 8, 1997 (the
"Schedule 13D"). All terms used herein unless otherwise defined shall have
the same meaning as in the Schedule 13D. The Schedule 13D is hereby amended
as follows:
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ITEM 4. PURPOSE OF TRANSACTION.
Item 4 of the Schedule 13D is amended to add the following:
This Amendment No. 3 relates to Mr. Terra's sale on the Estate's
behalf of 2,181,300 Estate Shares from April 2, 1997, through May 5, 1997,
in brokers' transactions effected on the New York Stock Exchange. The
2,181,300 Estate Shares were sold as follows: 203,500 shares
on April 4, 1997, for an average price of $2.3136 per share; 95,100 shares on
April 7, 1997, for an average price of $2.375 per share; 101,500 shares on
April 9, 1997, for an average price of $2.2518 per share; 81,600 shares on
April 10, 1997, for an average price of $2.2538 per share; 434,700 shares on
April 16, 1997, for an average price of $2.26 per share; 20,000 shares on
April 18, 1997, for an average price of $2.25 per share; 100,000 shares on
April 22, 1997, for $2.00 per share; 56,500 shares on April 29, 1997, for
$1.75 per share; 290,000 shares on April 30, 1997, for an average price of
$1.5388 per share; 304,000 shares on May 1, 1997, for an average price of
$1.5222 per share; 242,400 shares on May 2, 1997, for an average price of
$1.5219 per share; and 252,000 shares on May 5, 1997, for an average
price of $1.5010 per share. Mr. Terra sold the shares to raise cash to
pay the Estate's general obligations.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Paragraphs (a) and (c) of Item 5 of the Schedule 13D are amended
and restated to read in their entirety as follows:
(a) Mr. Terra beneficially owns 10,564,696 shares representing
5.9% of the total Common Stock issued and outstanding on November 11, 1996.
DISCLAIMER OF BENEFICIAL OWNERSHIP
James D. Terra disclaims beneficial ownership of any shares of Common
Stock held by the Terra Foundation For The Arts (formerly, the Terra
Museum of American Art)(the "Foundation"), of which he is a director. As
of May 5, 1997, the Foundation owned 5,412,288 shares of Common
Stock, all of which were acquired through gifts to the Foundation by
Daniel J. Terra. These shares are not among the shares of Common Stock
reported herein.
(c) Except as reported herein, Mr. Terra has not engaged in any
transaction in the Common Stock since the date of the last transaction
reported in Amendment No. 2 to this Schedule 13D.
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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.
Dated: May 6, 1997 /s/ James D. Terra
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James D. Terra
