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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 4)*
Dominion Bridge Corporation
_______________________________________________________________________________
(Name of Issuer)
Common Stock, par value $.001 per share
_______________________________________________________________________________
(Title of Class of Securities)
0002571921
_______________________________________________________________________________
(CUSIP Number)
Douglas A. Gerrard, Deere Park Equities, L.L.C., 650 Dundee Road, Suite 460,
Northbrook, IL 60062; Telephone no. (847) 509-8500
_______________________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 26, 1998
_______________________________________________________________________________
(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: / /
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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CUSIP No.: 0002571921
_______________________________________________________________________________
1 NAME OF REPORTING PERSONS
SS OR IRS IDENTIFICATION NOS. OF ABOVE PERSONS
Deere Park Capital Management, Inc.
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/ (b) / /
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) / /
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
_______________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
__________________________________________________________
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 106,500
__________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
__________________________________________________________
PERSON WITH 10 SHARED DISPOSITIVE POWER
106,500
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
106,500
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.3%
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON
CO
_______________________________________________________________________________
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CUSIP No.: 0002571921
_______________________________________________________________________________
1 NAME OF REPORTING PERSONS
SS OR IRS IDENTIFICATION NOS. OF ABOVE PERSONS
Douglas A. Gerrard
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/(1)(b) / /
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) / /
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
_______________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
__________________________________________________________
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 6,664,060
__________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
__________________________________________________________
PERSON WITH 10 SHARED DISPOSITIVE POWER
4,596,600
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,664,060
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.2%
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON
IN
_______________________________________________________________________________
(1) The filing person is also filing this Schedule 13D in his
individual capacity.
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ITEM 1. SECURITY AND ISSUER.
No change.
ITEM 2. IDENTITY AND BACKGROUND.
Item 2 remains unchanged, except that the following information is hereby
added thereto:
This statement is filed by DPCM. The purpose of this Amendment No. 4 is to
report the disposition of Common Stock, par value $.001 per share, issued by
Dominion Bridge Corporation by certain of the Group Members, in their individual
capacities.
This Statement is also filed by Gerrard in his individual capacity.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 remains unchanged, except that the following information is hereby
added thereto:
On February 26, 1998, DPCM sold a total of 524,200 shares of Common
Stock for an aggregate sale price of $1,196,517.50.
ITEM 4. PURPOSE OF TRANSACTION.
Item 4 remains unchanged, except that the following information is hereby
added thereto:
DPCM disposed of certain of its shares of Common Stock because, based on
current market conditions, such shares could be disposed of at a gain.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 remains unchanged, except for the following information:
(a) The aggregate percentage of shares of Common Stock reported owned by
each person in this Amendment No. 4 is based upon 31,447,648 shares outstanding,
which is the total number of shares of Common Stock outstanding on February 17,
1998, as reported by the Company in its Form 10-Q for the period ending December
31, 1997, filed with the Securities and Exchange Commission on February 23,
1998.
The Group beneficially owns 6,664,060 shares of Common Stock,
representing approximately 21.2% of the number of issued and outstanding
shares of Common Stock.
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Gerrard beneficially owns 6,664,060 shares of Common Stock,
representing approximately 21.2% of the number of issued and outstanding
shares of Common Stock.
DPCM beneficially owns 106,500 shares, representing approximately .3%
of the number of issued and outstanding shares of Common Stock.
(b) Each of Dominion Park, the LLC, Gerrard, Wellgate, Marengere and
Matossian shares the power to vote 6,557,560 shares of Common Stock beneficially
owned by Gerrard and the Group with the others, and the power to dispose of
4,490,100 shares of Common Stock beneficially owned by Gerrard and the Group
with the others. Each of Gerrard and DPCM shares the power to dispose of
106,500 shares of Common Stock beneficially owned by him or it with the other.
(c) On February 26, 1998, DPCM sold (i) 6,000 shares of Common Stock
for an aggregate sale price of $13,380.00 ($2.23 per share); (ii) 360,700
shares of Common Stock for an aggregate sale price of $811,575.00 ($2.25 per
share); (iii) 40,000 shares of Common Stock for an aggregate sale price of
$92,500.00 ($2.3125 per share); and (iv) 117,500 shares of Common Stock for
an aggregate sale price of $279,062.50 ($2.375 per share).
(d) See Item 4 hereof.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
No change.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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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: March 5, 1998
/s/ Douglas A. Gerrard
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Douglas A. Gerrard
