UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Stimsonite Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
860832104
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(CUSIP Number)
September 10, 1998
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(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 purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of the section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 6 Pages
<PAGE>
SCHEDULE 13G
CUSIP NO. 86032104
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Quaker Capital Management Corporation
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2. Check the Appropriate Box if a Member of a Group (a)
(a) -----
(b) X
-----
3. SEC Use Only
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4. Citizenship or Place of Organization Pennsylvania
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Number of 5. Sole Voting Power 236,800
Shares ------------
Beneficially 6. Shared Voting Power 614,875
Owned by ------------
Each Reporting 7. Sole Dispositive Power 236,800
Person With: ------------
8. Shared Dispositive Power 614,875
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
851,675
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10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares
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The Reporting Person disclaims beneficial ownership of 846,675 shares
owned by its clients.
11. Percent of Class Represented by Amount in Row (9) 10.17%
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12. Type of Reporting Person IA
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Page 2 of 6 Pages
<PAGE>
SCHEDULE 13G
CUSIP NO. 86032104
This Amendment No. 2 to the Schedule 13G of Quaker Capital Management
Corporation relating to the Common Stock of Stimsonite Corporation filed with
the Securities and Exchange Commission on February 11, 1997 and amended by
Amendment No. 1 filed with the Commission on February 13, 1998 (the "Schedule
13G") amends and restates the Schedule 13G in its entirety.
Item 1.
(a) Name of Issuer
Stimsonite Corporation
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(b) Address of Issuer's Principal Executive Offices
7542 N. Natchez Avenue, Niles, IL 60714-3804
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Item 2.
(a) Name of Persons Filing
Quaker Capital Management Corporation
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(b) Address of Principal Business Office or, if none, Residence
401 Wood Street, Suite 1300, Pittsburgh, PA 15222
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(c) Citizenship
Pennsylvania, USA
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(d) Title of Class of Securities
Common Stock
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(e) CUSIP Number
860832104
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Page 3 of 6 Pages
<PAGE>
SCHEDULE 13G
CUSIP NO. 86032104
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b)
or 240.13d-2(b) or (c), check whether the person filing is a:
(a) / / Broker of dealer registered under section 15 of the Act;
(b) / / Bank as defined in section 3(a)(6) of the Act;
(c) / / Insurance company as defined in section 3(a)(19) of the Act;
(d) / / Investment company registered under section 8 of the
Investment Company Act of 1940;
(e) / X / An investment adviser in accordance with ss.240.13d-1(b)
(l)(ii)(E);
(f) / / An employee benefit plan or endowment fund in accordance
with ss.240.13d-1(b)(1)(ii)(F);
(g) / / A parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G);
(h) / / A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) / / A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940;
(j) / / Group, in accordance with ss.240.13d-1((b)(l)(ii)(J)
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 846,675
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(b) Percent of class: 10.17%
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(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the
vote 231,800
Page 4 of 6 Pages
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SCHEDULE 13G
CUSIP NO. 86032104
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(ii) Shared power to vote or to direct
the vote 614,875
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(iii) Sole power to dispose or to direct
the vote 231,800
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(iv) Shared power to dispose or to direct
the disposition of 614,875
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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:
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Item 6. Ownership of More than Five Percent on Behalf of Another Person
846,675 of the shares with respect to which this report is filed are
owned by a variety of investment advisory clients of the Reporting Person, which
clients are entitled to receive dividends on and the proceeds from the sale of
such shares. No client is known to own more than 5% of the class.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were
Page 5 of 6 Pages
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SCHEDULE 13G
CUSIP NO. 86032104
acquired and are held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.
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: October 7, 1998 /s/Mark G. Schoeppner
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Mark G. Schoeppner
President