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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.: *
Name of Issuer: ChemFirst Inc.
Title of Class of Securities: Common Stock, par value $1.00
CUSIP Number: 16361A106
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Mr. Donald A. Parker, c/o Buchanan Parker
Asset Management, 237 Park Avenue
New York, New York 10017 (212) 697-3621
(Date of Event which Requires Filing of this Statement)
July 27, 1998
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 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 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. 16361A106
1. Name of Reporting Person
I.R.S. Identification No. of Above Person
Donald A. Parker
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 if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
United States
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
1,007,699
9. Sole Dispositive Power:
10. Shared Dispositive Power:
1,007,699
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,007,699
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
5.07%
14. Type of Reporting Person
IN
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CUSIP No. 16361A106
1. Name of Reporting Person
I.R.S. Identification No. of Above Person
Meryl L. Buchanan
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 if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
United States
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
1,007,699
9. Sole Dispositive Power:
10. Shared Dispositive Power:
1,007,699
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,007,699
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
5.07%
14. Type of Reporting Person
IN
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Item 1. SECURITY AND ISSUER
This statement relates to shares of common stock, par
value $1.00 (the "Common Stock"), of ChemFirst Inc. (the
"Company"). The Company's principal executive office is
located at 700 North Street, Jackson, MS 39202-3095.
Item 2. IDENTITY AND BACKGROUND
This statement is being filed on behalf of Donald A.
Parker and Meryl L. Buchanan (the "Reporting Persons").
The principal business of each of the Reporting Persons
is investment management. The Reporting Persons are the
general partners of Buchanan Parker Asset Management, a
registered investment adviser and a general partner of
an investment partnership (the "Partnership"), and
Parker Buchanan Asset Management, an investment manager,
(together with Buchanan Parker Asset Management, the
"Investment Managers"). The Reporting Persons are also
general partners of the Partnership. The principal
office of each Reporting Person is at 237 Park Avenue,
Suite 801, New York, New York 10017.
Neither of the Reporting Persons has, during the last
five years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
Neither of the Reporting Persons has, during the last
five years, been a party to a civil proceeding of a
judicial or administrative body of competent
jurisdiction which resulted in a judgment, decree or
final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal
or state securities laws or finding any violations with
respect to such laws.
The Reporting Persons are citizens of the United States
of America.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
As of the date hereof, the Reporting Persons are deemed
to beneficially own 1,007,699 shares of Common Stock.
All such Common Stock is held by the Partnership or
managed accounts over which the Investment Managers or
the Reporting Persons have investment discretion (the
"Managed Accounts"). The funds for the purchase of the
Common Stock held in the Partnership came from capital
contributions to the Partnership by its general and
limited partners and/or borrowed funds. The funds for
the purchase of Common Stock held in the Managed
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Accounts came from each such account's own funds and/or
borrowed funds.
Item 4. PURPOSE OF TRANSACTIONS.
The Common Stock was acquired for and is being held for,
investment purposes. The acquisitions of the Common
Stock described herein were made in the ordinary course
of the Reporting Persons' businesses. The Reporting
Persons may purchase additional shares of Common Stock
or dispose of the Common Stock in the open market or in
privately negotiated transactions or in any other lawful
manner in the future.
The Reporting Persons do not have any plan or proposal
which relates to, or would result in, any of the actions
enumerated in Item 4 of the instructions to Schedule
13D. However, the Reporting Persons have and/or may
discuss company business with management, make proposals
to management and/or take other actions to influence the
management of the Company should they deem such actions
appropriate. In addition, the Reporting Persons have
had, and/or may have in the future, conversations with
management, directors, other shareholders, and others
regarding management of the Company, the value of the
Company's business, and other issues that might affect
the value of the investment.
Item 5. INTEREST IN SECURITIES OF ISSUER.
Based on the Company's most recent Form 10-Q, as of
April 30, 1998 there were 19,878,589 shares of Common
Stock outstanding. As noted above, the Reporting
Persons are deemed to beneficially own 1,007,699 shares
of Common Stock by virtue of the investment discretion
they exercise with respect to the Partnership and the
Managed Accounts. Thus, each of the Reporting Persons
is deemed to beneficially own 5.07% of the outstanding
shares of Common Stock. The Reporting Persons share the
power to vote or direct the vote of all of the shares of
Common Stock they are deemed to beneficially own. The
Reporting Persons share the power to dispose or direct
the disposition of all of the shares of Common Stock
they are deemed to beneficially own.
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Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
None of the Reporting Persons has any contract,
arrangement, understanding or relationship with any
person with respect to the Common Stock.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Attached hereto as Exhibit A is a description of the
transactions in the Common Stock that were effected by
the Reporting Persons during the 60 days prior to July
27, 1998 through the date of this filing.
Signature
The undersigned, after reasonable inquiry and to
the best of its knowledge and belief, certifies that the
information set forth in this statement is true, complete
and correct.
August 7, 1998
/s/ Donald A. Parker
_________________________
Donald A. Parker
/s/ Meryl L. Buchanan
__________________________
Meryl L. Buchanan
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AGREEMENT
The undersigned agree that this Schedule 13D dated
August 7, 1998 relating to the Common Stock of ChemFirst
Inc. shall be filed on behalf of the undersigned.
/s/ Donald A. Parker
_________________________________
Donald A. Parker
/s/ Meryl L. Buchanan
_________________________________
Meryl L. Buchanan
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EXHIBIT A
SCHEDULE OF TRANSACTIONS
Price per Share
Shares of of Common Stock
Common Stock (Not Including
Date Purchased Commission)
7/2/98 8,700 $24.75
7/6/98 17,500 24.5536
7/23/98 2,000 20.375
7/27/98 24,800 20.25
7/31/98 5,000 20.00
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00216002.AG8
