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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Black Box Corp.
(Name of Issuer)
Common
(Title of Class of Securities)
091826 10 7
(CUSIP Number)
December 31, 1998
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/X/ Rule 13d-1(b) / / Rule 13d-1(c) / / Rule 13d-1(d)
*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 purposes 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).
(Continued on following page(s))
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CUSIP No. 091826 10 7
Schedule 13G
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Dresdner RCM Global Investors LLC 94-3244780
Dresdner RCM Global Investors
US Holdings LLC 94-3244780
RCM Limited L.P. 94-3004387
RCM General Corporation 94-3132809
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [X]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Dresdner RCM Global Investors LLC
- DE Limited Liability Co.
Dresdner RCM Global Investors
US Holdings LLC - DE Limited Liability Co.
RCM Limited L.P. - CA Limited Partnership
RCM General Corporation - CA Corporation
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
Dresdner RCM Global Investors LLC 1,036,700
Dresdner RCM Global Investors
US Holdings LLC 1,036,700
RCM Limited L.P. -0-
RCM General Corporation -0-
6 SHARED VOTING POWER
Dresdner RCM Global Investors LLC -0-
Dresdner RCM Global Investors
US Holdings LLC -0-
RCM Limited L.P. -0-
RCM General Corporation -0-
7 SOLE DISPOSITIVE POWER
Dresdner RCM Global Investors LLC 1,593,900
Dresdner RCM Global Investors
US Holdings LLC 1,593,900
RCM Limited L.P. -0-
RCM General Corporation -0-
8 SHARED DISPOSITIVE POWER
Dresdner RCM Global Investors LLC 37,000
Dresdner RCM Global Investors
US Holdings LLC 37,000
RCM Limited L.P. -0-
RCM General Corporation -0-
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Dresdner RCM Global Investors LLC 1,630,900
Dresdner RCM Global Investors
US Holdings LLC 1,630,900
RCM Limited L.P. -0-
RCM General Corporation -0-
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Dresdner RCM Global Investors LLC 9.26%
Dresdner RCM Global Investors
US Holdings LLC 9.26%
RCM Limited L.P. 0.0%
RCM General Corporation 0.0%
12
TYPE OF REPORTING PERSON*
Dresdner RCM Global Investors LLC -IA,OO
Dresdner RCM Global Investors
US Holdings LLC -IA,OO
RCM Limited L.P. - PN
RCM General Corporation - CO
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Item 1(a) Name of Issuer:
Black Box Corp.
Item 1(b) Address of Issuer's Principal Executive Offices:
1000 Park Drive
Lawrence, Pennsylvania 15055
Item 2(a) Name of Person Filing:
Dresdner RCM Global Investors LLC
Dresdner RCM Global Investors US Holdings LLC
RCM Limited L.P.
RCM General Corporation
Item 2(b) Address of Principal Business Office or, if none, Residence:
Four Embarcadero Center
San Francisco, California 94111
Item 2(c) Citizenship:
Dresdner RCM Global Investors LLC - DE Limited Liability Co.
Dresdner RCM Global Investors US Holdings LLC -
DE Limited Liability Co.
RCM Limited L.P. - CA Limited Partnership
RCM General Corporation - CA Corporation
Item 2(d) Title of Class of Securities:
Common
Item 2(e) CUSIP Number:
091826 10 7
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(e) [X] An investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E). *See Exhibit A.
Item 4. Ownership.
See responses to Items 5, 6, 7, 8, 9, and 11 of Cover Page.
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.
See Exhibit A.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
See Exhibit A.
Item 10. Certification.
Not Applicable.
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.
By /s/ Susan C. Gause February 10, 1999
Susan C. Gause
In her capacity as
Chief Operating Officer
of Dresdner RCM Global
Investors LLC and
Dresdner RCM Global
Investors US Holdings LLC
By /s/Timothy B. Parker February 10, 1999
Timothy B. Parker
In his capacity as
Deputy General Counsel
of RCM Limited L.P.
By /s/Kenneth B. Weeman, Jr. February 10, 1999
Kenneth B. Weeman, Jr.
In his capacity as
Executive Vice President
of RCM General Corporation
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EXHIBIT A
Dresdner RCM Global Investors LLC ("Dresdner RCM") is an investment adviser and
a wholly owned subsidiary of Dresdner RCM Global Investors US Holdings LLC
("DRCM Holdings"), a Delaware Limited Liability Company.
Dresdner RCM has filed this Schedule 13G pursuant to Section
240.13d-1(b)(1)(ii)(E) of the Securities Exchange Act of 1934 (the "Act"). DRCM
Holdings has filed this Schedule 13G pursuant to Section 240.13d-(b)(1)(ii)(G)
of the Act.
Until July 8, 1998, RCM Limited L.P. ("RCM Limited") served as the Managing
Agent of Dresdner RCM. RCM Limited has filed this Schedule 13G pursuant to Rule
13d-1(b)(ii)(G) under the Securities Exchange Act of 1934 (the "Act"). In its
capacity as Managing Agent, RCM Limited had beneficial ownership of the
securities reported on this Schedule 13G only to the extent that RCM Limited may
have been deemed to have beneficial ownership of securities beneficially owned
by Dresdner RCM.
RCM General Corporation ("RCM General") is the General Partner of RCM Limited,
which previously served as the Managing Agent of Dresdner RCM. RCM General had
filed this Schedule 13G pursuant to Rule 13d-1(b)(ii)(G) under the Act. RCM
General had beneficial ownership of the securities reported on this Schedule 13G
only to the extent RCM General may have been deemed to have beneficial ownership
of securities beneficially owned by Dresdner RCM.
Dresdner RCM, DRCM Holdings, RCM Limited, and RCM General are filing a joint
statement on Schedule 13G under the Act in connection with the common stock of
Black Box Corp. After this amendment, RCM Limited and RCM General will no longer
be filing a joint statement on Schedule 13G as part of this group.
Dresdner RCM, DRCM Holdings, RCM Limited, and RCM General are each responsible
for the timely filing of Schedule 13G and any amendments thereto, and for the
completeness and accuracy of the information concerning each of them contained
therein, but none of them is responsible for the completeness or accuracy of the
information of the other.
By /s/ Susan C. Gause February 10, 1999
Susan C. Gause
In her capacity as
Chief Operating Officer
of Dresdner RCM Global
Investors LLC and
Dresdner RCM Global
Investors US Holdings LLC
By /s/Timothy B. Parker February 10, 1999
Timothy B. Parker
In his capacity as
Deputy General Counsel
of RCM Limited L.P.
By /s/Kenneth B. Weeman, Jr. February 10, 1999
Kenneth B. Weeman, Jr.
In his capacity as
Executive Vice President
of RCM General Corporation
