<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 3
TO
SCHEDULE 13D
Under the Securities Exchange Act of 1934
GEHL COMPANY
------------
(Name of Issuer)
Common Stock, Par Value, $0.10 Per Share
----------------------------------------
(Title of Class of Securities)
368483103
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(CUSIP Number)
JAMES H. DAHL
1200 Riverplace Boulevard, Suite 902
Jacksonville, Florida 32207
(904) 393-9020
(Name, Address and Telephone Number of Person
Authorized to Receive Notice and Communications)
March 11, 1999
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(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement of Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
statement of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class).
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CUSIP No. 368483103
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1) Names of Reporting Persons / S.S. or I.R.S. Identification Nos. of
Above Persons
James H. Dahl /###-##-####
2) Check the Appropriate Row if a Member of a Group (See Instructions)
(a) N/A
---
(b) N/A
---
3) SEC Use Only
4) Source of Funds (See Instructions) OO
--
5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
6) Citizenship or Place of Organization U.S.A.
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Number of 7) Sole Voting Power 639,000
Shares ---------
Beneficially
Owned by Each 8) Shared Voting Power -0-
Reporting ------
Person With
9) Sole Dispositive Power 639,000
--------
10) Shared Dispositive Power -0-
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11) Aggregate Amount Beneficially Owned by Each Reporting Person 639,000
-------
<PAGE> 3
CUSIP No. 368483103
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12) Check if Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
13) Percent of Class Represented by Amount in Row (11) 9.90%
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14) Type of Reporting Person (See Instructions) IN
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This Amendment No. 3 amends as set forth herein the Statement on
Schedule 13D dated May 27, 1997, as amended by Amendment No. 1 to Schedule 13D
dated August 14, 1997, as further amended by Amendment No. 2 to Schedule 13D
dated May 29, 1998, of James H. Dahl with respect to the common stock, par
value $0.10 per share ("Common Stock"), issued by Gehl Company (the "Issuer").
ITEM 4. PURPOSE OF TRANSACTION.
Item 4 is hereby amended and restated in its entirety to read as
follows:
"Mr. Dahl acquired his holdings of the Shares through the Accounts
because he believed that the Shares represented a favorable investment
opportunity. Mr. Dahl intends to closely monitor the Issuer's efforts to
increase shareholder value.
"In connection with his interest in increasing shareholder value, Mr.
Dahl has spoken to and may continue to talk with management of the Issuer to
express his concerns about the Issuer's failure to explore opportunities to
increase shareholder value. Mr. Dahl has also spoken to, and may continue to
speak with, other shareholders of the Issuer to communicate his concerns
regarding the Issuer. In addition, Mr. Dahl has spoken to and may talk to
members of management or directors of other parties to ascertain their possible
interest in exploring various opportunities to increase shareholder value.
"Mr. Dahl will continuously assess the Issuer's business, financial
condition, results of operations and prospects, general economic, financial and
industry conditions, the securities markets and future trading prices in
general and those for the Issuer's securities in particular, other developments
and other investment opportunities. Depending on such assessments, Mr. Dahl,
through the Accounts or otherwise, may acquire additional Shares or may
determine to sell or otherwise dispose of all or some of his holdings of the
Shares.
"Except as set forth above, Mr. Dahl does not have any present plans or
proposals which relate to or would result in any of the matters set forth in
items (a) through (j) of Item 4 of Schedule 13D."
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 paragraph (a) and (b) is hereby amended and restated in its
entirety to read as follows:
"(a) and (b) Pursuant to Rule 13d-3, Mr. Dahl may be deemed to be the
beneficial owner of all 639,000 shares of Common Stock to which this Statement
relates, which constitute approximately 9.90% of the 6,455,312 shares of Common
Stock of the Issuer reported to be outstanding by the Issuer to the reporting
person on February 15, 1999."
Item 5 paragraph (c) is hereby amended by adding the following:
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"On various dates between June 4, 1998 and March 10, 1999, 56,200 shares of
Common Stock were purchased by Mr. Dahl, for the Accounts through brokers in the
open market. The transactions effected since January 11, 1999, are listed in
the table below:
<TABLE>
<CAPTION>
DATE OF PURCHASE
PURCHASE NO. OF SHARES PRICE
-------- ------------- --------
<S> <C> <C>
13-Jan-99 3,600 $15.289
13-Jan-99 3,600 $15.289
15-Jan-99 1,000 $16.875
15-Jan-99 1,000 $16.875
26-Jan-99 1,000 $17.000
26-Jan-99 1,000 $17.250
26-Jan-99 4,700 $17.080
26-Jan-99 4,700 $17.080
27-Jan-99 1,800 $17.831
27-Jan-99 1,900 $17.831
29-Jan-99 1,000 $17.188
30-Jan-99 1,000 $17.188
1-Feb-99 500 $17.438
1-Feb-99 500 $17.438
2-Feb-99 1,500 $17.313
2-Feb-99 1,500 $17.313
5-Feb-99 1,000 $17.003
5-Feb-99 1,000 $17.000
22-Feb-99 1,250 $16.188
22-Feb-99 1,250 $16.188
2-Mar-99 3,000 $17.042
2-Mar-99 3,000 $17.042
3-Mar-99 500 $16.875
3-Mar-99 500 $16.875
9-Mar-99 1,500 $15.625
9-Mar-99 1,500 $15.625
</TABLE>
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: March 11, 1999
/s/ James H. Dahl
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JAMES H. DAHL
