SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8) 1<F1>
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)
February 6, 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.
<F1>
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))
Page 1 of 8 Pages
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
0
WITH
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]
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]
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 153,600
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 153,600
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,600
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.6%
14 TYPE OF REPORTING PERSON*
OO
* SEE INSTRUCTIONS BEFORE FILLING OUT!
Amendment No. 8 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 $730,961.20 (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
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.
On February 6, 1997, Mr. Horejsi met with Donald Crumrine of
Flaherty & Crumrine, Inc., the Company s investment advisor and a member of the
Company s board of directors. During the meeting, Mr. Horejsi proposed a tax-
free merger of HEI into the Company pursuant to which the stockholders of HEI
would receive Shares in exchange for their stock in HEI. In this regard, Mr.
Horejsi indicated that he believed that a merger of HEI into the Company would
likely require that the Company s shareholders approve the merger. In
connection with this proposal, Mr. Horejsi also indicated that he did not
believe he should become a director while the proposal was pending. No
agreements, arrangements or understandings were reached with respect to such a
transaction, and no assurances can be made as to the likelihood of such a
transaction occurring or its terms.
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 153,600
Shares, or approximately 1.6% of the 9,416,743 Shares outstanding as of May 23,
1996, according to information contained in the Company's 1996 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 January 24, 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)
01/27/97 3,700 $13.750
01/28/97 600 $13.750
01/28/97 3,700 $13.875
01/28/97 7,900 $14.000
01/29/97 500 $13.875
01/30/97 4,000 $14.000
01/31/97 5,000 $14.250
02/04/97 8,500 $14.375
02/05/97 5,100 $14.375
02/06/97 3,800 $14.250
02/07/97 700 $14.250
02/10/97 4,000 $14.250
02/11/97 2,100 $14.250
02/12/97 2,000 $14.250
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: February 13, 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
