PREFERRED INCOME MANAGEMENT FUND INC
SC 13D/A, 1997-06-20
Previous: MORGAN STANLEY DEAN WITTER DISCOVER & CO, 424B3, 1997-06-20
Next: JEFFERSON SAVINGS BANCORP INC, SC 13D, 1997-06-20



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 13)1

                  Preferred Income Management Fund Incorporated 
                                (Name of Issuer)

                                  Common Stock 
                         (Title of Class of Securities)

                                    74037Q10 
                                 (CUSIP Number)

                            Thomas R. Stephens, Esq.
                      Bartlit Beck Herman Palenchar & Scott
                         511 Sixteenth Street Suite 700
                             Denver, Colorado  80202
                                  (303) 592-3100                           
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                  June 13, 1997 
             (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.

1.  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).

                        (Continued on following page(s))
                                       



   1     NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Horejsi Enterprises, Inc.

   2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                  (a)                                                           
                  (b)
                                                  
   3     SEC USE ONLY



   4     SOURCE OF FUNDS*

         WC OO


   5     CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT 
         TO ITEMS 2(D) OR 2(E)



   6     CITIZENSHIP OR PLACE OF ORGANIZATION

         Kansas 


        NUMBER OF           7   SOLE VOTING POWER
         
         SHARES                  2,071,430
         

      BENEFICIALLY          8   SHARED VOTING POWER

        OWNED BY                0        

          EACH              9   SOLE DISPOSITIVE POWER

       REPORTING                2,071,430   

         PERSON            10   SHARED DISPOSITIVE POWER
                                
          WITH                  0

   11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         2,071,430

   12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN 
         SHARES*


   13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         22.0%

   14    TYPE OF REPORTING PERSON*

         CO

                     * SEE INSTRUCTIONS BEFORE FILLING OUT!


   1     NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Stewart R. Horejsi

   2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
               (a)                                                              
               (b)   

   3     SEC USE ONLY

               
   4     SOURCE OF FUNDS*         
   
         Not applicable 


   5     CHECK BOX 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           7   SOLE VOTING POWER
                                
         SHARES                 0

      BENEFICIALLY          8   SHARED VOTING POWER

       OWNED BY                 0        

          EACH              9   SOLE DISPOSITIVE POWER

       REPORTING                0

         PERSON            10   SHARED DISPOSITIVE POWER

          WITH                  0

   11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         0

   12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN 
         SHARES*
                                                                              X
                                                                     X
                                                                   
   13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         0%

   14    TYPE OF REPORTING PERSON*

         IN

                     * SEE INSTRUCTIONS BEFORE FILLING OUT!


   1     NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Larry L. Dunlap

   2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                   (a)                                                          
                   (b)        

   3     SEC USE ONLY



   4     SOURCE OF FUNDS*

         Not applicable 


   5     CHECK BOX 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           7   SOLE VOTING POWER

         SHARES                 0         

      BENEFICIALLY          8   SHARED VOTING POWER

       OWNED BY                 0

          EACH              9   SOLE DISPOSITIVE POWER
                                
        REPORTING               0

         PERSON            10   SHARED DISPOSITIVE POWER

           WITH                 0

   11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         0

   12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN 
         SHARES*

                                X                                             X

   13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         0%

   14    TYPE OF REPORTING PERSON*

         IN

                     * SEE INSTRUCTIONS BEFORE FILLING OUT!

                                        

   1     NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Lola Brown Trust No. 1 B

   2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                   (a)
                   (b)   
                   
   3     SEC USE ONLY
         
   4     SOURCE OF FUNDS*

         WC OO


   5     CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 
         ITEMS 2(D) OR 2(E)

         
   6     CITIZENSHIP OR PLACE OF ORGANIZATION         
   
         Kansas 


        NUMBER OF           7   SOLE VOTING POWER

         SHARES                 987,200 

      BENEFICIALLY          8   SHARED VOTING POWER
                                
       OWNED BY                 0
               
          EACH              9   SOLE DISPOSITIVE POWER

       REPORTING                987,200        

         PERSON            10   SHARED DISPOSITIVE POWER

          WITH                  0          

   11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         987,200

   12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN 
         SHARES*
         

   13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         10.48%

   14    TYPE OF REPORTING PERSON*

         OO

                     * SEE INSTRUCTIONS BEFORE FILLING OUT!
                                

                  Amendment No. 13 to Statement on Schedule 13D

  This amended statement on Schedule 13D relates to the Common Stock,
$.01 par value per share (the "Shares") of Preferred Income Management Fund
Incorporated, a Maryland corporation (the "Company").  Items 3, 4 and 5 of 
this statement, previously filed by (i) Horejsi Enterprises, Inc. ( HEI ), 
as a direct beneficial owner of the Shares, (ii) The Lola Brown Trust No. 1B 
(the Brown Trust ) as the direct holder of Shares, and (iii) Stewart R. 
Horejsi and Larry L. Dunlap, by virtue of the relationships described 
previously in this statement, are hereby amended as set forth below.

Item 3.     Source and Amount of Funds or Other Consideration

            No change except for the addition of the following:

            The total amount of funds required by the Brown Trust to acquire 
the Shares reported in Item 5(c) was $4,996,825.70 (including commissions).  
Such funds were or will be provided by the Brown Trust s cash on hand and 
margin borrowings under accounts maintained by the Brown Trust with Merrill 
Lynch International Bank Limited.

Item 4.     Purpose of Transaction.

            No change except for the addition of the following:

            The Brown Trust purchased the Shares described in Item 5(c) to
increase its equity interest in the Company.  Depending upon their evaluation 
of the Company's investments and prospects, and upon future developments
(including, but not limited to, performance of the Shares in the market, the
effective yield on the Shares, availability of funds, alternative uses of 
funds, and money, stock market and general economic conditions), any of the 
Reporting Persons or other entities that may be deemed to be affiliated with 
HEI or the<PAGE>
Brown Trust may from time to time purchase Shares, and any of the 
Reporting Persons or other entities that may be deemed to be affiliated with 
HEI or the Brown Trust may from time to time dispose of all or a portion of 
the Shares held by such person, or cease buying or selling Shares.  Any 
such additional purchases or sales of the Shares may be in open market or 
privately-negotiated transactions or otherwise.

Mr. Horejsi has had meetings with certain of the Company's officers
and directors in connection with Mr. Horejsi becoming a member of the 
Company's Board of Directors.  In this regard, the Reporting Persons 
understand that the Company s 1997 proxy statement dated May 5, 1997, 
indicated that Mr. Horejsi was under consideration for membership on the 
Company's Board of Directors.  No agreements, arrangements or understandings 
have been reached with respect to Mr. Horejsi becoming a director of the 
Company.

Item 5.     Interest in Securities of the Issuer.

            No change except for the addition of the following:

            (a)   The Brown Trust is the direct beneficial owner of 987,200
Shares, or approximately 10.48% of the 9,416,743 Shares outstanding as of 
May 1, 1997,  according to information contained in the Company's 1997 
proxy statement. 

By virtue of the relationships previously reported in this statement, Messrs.
Horejsi and Dunlap and Ms. Susan Ciciora may be deemed to share indirect
beneficial ownership of the Shares directly beneficially owned by the Brown
Trust.  Messrs. Horejsi and Dunlap and Ms. Ciciora disclaim all such 
beneficial ownership.

            By virtue of the relationships and transactions described in this
statement, the HEI and the Brown Trust may be deemed to constitute a group.  
HEI disclaims beneficial ownership of Shares directly beneficially owned 
by the Brown Trust, and the Brown Trust disclaims beneficial ownership 
of Shares directly beneficially owned by HEI.

            (c)   The table below sets forth purchases of the Shares by the
Brown Trust since May 19, 1997.  All of such purchases were effected by the
Brown Trust on the New York Stock Exchange.
                                                           
                                                       Approximate Price
                                                           Per Share
              Date          Amount of Shares       (exclusive of commissions)

             5-20-97             1,200                      $14.750
             5-22-97             8,000                      $14.875
             6-13-97            320,000                     $15.188

                                    
                                    
                                    
                                    
                                    
                                    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: June 20, 1997


                                     /s/  Stewart R. Horejsi                    
      
                                    Stewart R. Horejsi

                                    /s/  Larry L. Dunlap                        
       
                                    Larry L. Dunlap, individually, as 
                                    Chairman and President of Horejsi 
                                    Enterprises, Inc., and as trustee 
                                    of the Lola Brown Trust No. 1B


24763




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission