UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
THE PANTRY, INC.
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(Name of Issuer)
COMMON STOCK, PAR VALUE $0.01 PER SHARE
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(Title of Class of Securities)
698657103
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(CUSIP Number)
CHILTON INVESTMENT COMPANY INC., 65 LOCUST AVENUE
NEW CANAAN, CONNECTICUT 06840
ATTN: NORMAN B. CHAMP III (203) 966-1221
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
MARCH 16, 2000
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(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(e), 13d-1(b)(3) or (4), check
the following box [ ].
NOTE: Schedules filed in paper format should include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7 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 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).
<PAGE>
SCHEDULE 13D
CUSIP No. 698657103 Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
CHILTON INVESTMENT COMPANY, INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF; 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
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES 2,085,200
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH 0
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 2,085,200
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,085,200
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.5%
14 TYPE OF REPORTING PERSON*
CO
<PAGE>
ITEM 1. Security and Issuer
The Schedule 13D initially filed on June 18, 1999 relating to the
common stock, par value $0.01 per share (the "Common Stock"), issued by The
Pantry, Inc., a Delaware corporation (the "Issuer") is hereby amended by
this Amendment No. 1 to the Schedule 13D to report a change in beneficial
ownership that terminates the Reporting Person's (as defined below)
obligation. The Schedule 13D is amended as follows:
ITEM 5. Interest in Securities of the Issuer
------------------------------------
Item 5(a) is hereby supplemented by the addition of the
following:
(a) As of the date hereof, the Reporting Person is deemed to
be the beneficial owner of 2,085,200 shares of Common Stock, constituting
11.5% of the outstanding shares of Common Stock (based upon 18,111,474
shares issued and outstanding as of February 7,2000 according to publicly
available filings of the Issuer).
Item 5(c) is hereby supplemented by the addition of the
following:
(c) The number of shares and the price per share for all
transactions effected the Reporting Person in the last 60 days are as
follows:
Trade Date No of Shares Price Per Share
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Acquired/(Sold)
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3/16/00 100,000 $7.13
3/17/00 115,000 $7.38
3/21/00 10,200 $9.59
All such transactions were open market transactions effected on the Nasdaq
National Market System. No other transactions were effected by the
Reporting Person during such period.
<PAGE>
SIGNATURE
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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.
Dated: March 31, 2000
CHILTON INVESTMENT
COMPANY, INC.
By: /s/ Richard L. Chilton, Jr.
---------------------------
Name: Richard L. Chilton, Jr.
Title: Chairman and Chief
Executive Officer
