SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Corvita Corp.
____________________________________________________________
(Name of Issuer)
Common Stock, par value $0.001 per share
____________________________________________________________
(Title of Class of Securities)
221010101-1
______________
(CUSIP Number)
James Pasquarelli
Halcyon/Alan B. Slifka Management Company LLC
477 Madison Avenue, 8th Floor
New York, N.Y. 10022
____________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 14, 1996
____________________________________________________________
(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 [ ].
Check the following box if a fee is being paid within this
statement [ ].
Page 1 of 12
<PAGE>
CUSIP No. 221010101-1
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSONS
Halcyon/Alan B. Slifka Management Company LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [ ]
3
SEC USE ONLY
4
SOURCE OF FUNDS: WC
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 SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH
7 SOLE VOTING POWER: -0-
8 SHARED VOTING POWER: -0-
9 SOLE DISPOSITIVE POWER: -0-
10 SHARED DISPOSITIVE POWER: -0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
-0-
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES: [ ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
0%
14
TYPE OF REPORTING PERSON:
00-IA
Page 2 of 12 Pages
<PAGE>
CUSIP No. 221010101-1
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSONS
Alan B. Slifka and Company, Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [ ]
3
SEC USE ONLY
4
SOURCE OF FUNDS: WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e): [ ]
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH
7 SOLE VOTING POWER: -0-
8 SHARED VOTING POWER: -0-
9 SOLE DISPOSITIVE POWER: -0-
10 SHARED DISPOSITIVE POWER: -0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
-0-
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES: [ ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
0%
14
TYPE OF REPORTING PERSON:
CO
Page 3 of 12 Pages
<PAGE>
CUSIP No. 221010101-1
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSONS
Alan B. Slifka
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [ ]
3
SEC USE ONLY
4
SOURCE OF FUNDS: WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e): [ ]
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH
7 SOLE VOTING POWER: -0-
8 SHARED VOTING POWER: -0-
9 SOLE DISPOSITIVE POWER: -0-
10 SHARED DISPOSITIVE POWER: -0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
-0-
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES: [ ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
0%
14
TYPE OF REPORTING PERSON:
IN
Page 4 of 12 Pages
<PAGE>
Pursuant to Rule 13d-2(a) of Regulation 13D-G of the
General Rules and Regulations under the Securities Exchange Act
of 1934, as amended (the "Act"), the undersigned hereby amend
their Schedule 13D Statement dated April 18, 1996 (the "Schedule
13D"), relating to the Common Stock, par value $0.001 per share
(the "Stock") of Corvita Corp. (the "Issuer"). Unless otherwise
indicated, all defined terms used herein shall have the same
meanings repectively ascribed to them in Schedule 13D.
ITEM 1. SECURITY AND ISSUER.
No material change.
ITEM 2. IDENTITY AND BACKGROUND.
No material change.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER
CONSIDERATION.
No material change.
ITEM 4. PURPOSE OF THE TRANSACTION.
No material change.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Because Halcyon has full investment discretion
over, including the power to dispose of, the Common Stock,
Halcyon may be deemed to be the beneficial owner of -0- shares
of Common Stock. Further, as managing member of Halcyon, ABS &
Co. also may be deemed to be the beneficial owner of -0- shares
of Common Stock. As the sole shareholder of ABS & Co., Slifka
also may be deemed to be the beneficial owner of -0- shares of
Common Stock.
(b) ABS & Co., as managing member of Halcyon, has sole
power to dispose or direct the disposition of the Common Stock
beneficially owned by Halcyon.
(c) On May 14, 1996, the Reporting Persons tendered
all their shares of Stock in the tender offer initiated by
Pfizer.
(d) No material change.
Paragraph (e) of Item 5 is hereby amended in its
entirety as follows:
Page 5 of 12 Pages
<PAGE>
(e) Effective May 14, 1996, the Reporting Persons
ceased to be the owners of more than five percent of the shares
of the Stock.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS
OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
No material change.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
(1) Joint Filing Agreement, dated April 23, 1996,
between Halcyon/Alan B. Slifka Management Company LLC, Alan B.
Slifka and Company, Limited, and Alan B. Slifka.
(2) Power of Attorney appointing James H. Schropp
attorney-in-fact for Halcyon/Alan B. Slifka Management Company
LLC.
(3) Power of Attorney appointing James H. Schropp
attorney-in-fact for Alan B. Slifka and Company, Limited.
(4) Power of Attorney appointing James H. Schropp
attorney-in-fact for Alan B. Slifka.
Page 6 of 12 Pages
<PAGE>
SIGNATURES
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.
HALCYON/ALAN B. SLIFKA
MANAGEMENT COMPANY LLC
By: /s/ James H. Schropp
_______________________
Name: James H. Schropp
Title: Attorney-in-Fact
Dated: May 15, 1996
ALAN B. SLIFKA AND COMPANY,
LIMITED
By: /s/ James H. Schropp
_______________________
Name: James H. Schropp
Title: Attorney-in-Fact
Dated: May 15, 1996
ALAN B. SLIFKA
By: /s/ James H. Schropp
_______________________
Name: James H. Schropp
Title: Attorney-in-Fact
Dated: May 15, 1996
Page 7 of 12 Pages
<PAGE>
INDEX TO EXHIBITS
EXHIBIT EXHIBIT PAGE
NO.
(1) Joint Filing Agreement dated February 1,
1996 between Halcyon/Alan B. Slifka
Management Company LLC, Alan B. Slifka and 9
Company, Limited, and Alan B. Slifka.
(2) Power of Attorney appointing James H.
Schropp attorney-in-fact for Halcyon/Alan 10
B. Slifka Management Company LLC.
(3) Power of Attorney appointing James H.
Schropp attorney-in-fact for Alan B. Slifka 11
and Company, Limited.
(4) Power of Attorney appointing James H.
Schropp attorney-in-fact for Alan B. 12
Slifka.
Page 8 of 12 Pages
EXHIBIT (1)
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) promulgated under the
Securities Exchange Act of 1934, the undersigned agree to the
joint filing of a Statement on Schedule 13D (including any and
all amendments thereto) with respect to the shares of common
stock, par value $0.001 per share, of Corvita Corp., and further
agree that this Joint Filing Agreement be included as an Exhibit
thereto. In addition, each party to this Agreement expressly
authorizes each other party to this Agreement to file on its
behalf any and all amendments to such Statement.
HALCYON/ALAN B. SLIFKA
MANAGEMENT COMPANY LLC
By: /s/ James H. Schropp
_______________________
Name: James H. Schropp
Title: Attorney-in-Fact
Dated: May 15, 1996
ALAN B. SLIFKA AND COMPANY,
LIMITED
By: /s/ James H. Schropp
_______________________
Name: James H. Schropp
Title: Attorney-in-Fact
Dated: May 15, 1996
ALAN B. SLIFKA
By: /s/ James H. Schropp
_______________________
Name: James H. Schropp
Title: Attorney-in-Fact
Dated: May 15, 1996
Page 9 of 12 Pages
EXHIBIT (2)
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that Halcyon/Alan B. Slifka
Management Company, LLC, whose signature appears below,
constitutes and appoints James H. Schropp as attorney-in-fact and
agent for the undersigned solely for the purpose of executing
reports required under Sections 13 and 16 of the Securities and
Exchange Act of 1934, and filing the same, with exhibits thereto,
and other documents in connection therewith, with the Securities
and Exchange Commission, thereby ratifying and confirming all
that said attorney-in-fact may do or cause to be done by virtue
hereof.
HALCYON/ALAN B. SLIFKA
MANAGEMENT COMPANY LLC
By: /s/ Alan B. Slifka and
Company, Limited
________________________
Name: Alan B. Slifka and
Company, Limited
its: Managing Member
By: /s/ James Pasquarelli
_______________________
Name: James Pasquarelli
its: Treasurer
Page 10 of 12 Pages
EXHIBIT (3)
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that Alan B. Slifka and Company,
Limited, whose signature appears below, constitutes and appoints
James H. Schropp as attorney-in-fact and agent for the
undersigned solely for the purpose of executing reports required
under Sections 13 and 16 of the Securities and Exchange Act of
1934, and filing the same, with exhibits thereto, and other
documents in connection therewith, with the Securities and
Exchange Commission, thereby ratifying and confirming all that
said attorney-in-fact may do or cause to be done by virtue
hereof.
ALAN B. SLIFKA AND COMPANY,
LIMITED
By: /s/ James Pasquarelli
_____________________
Name: James Pasquarelli
its: Treasurer
Page 11 of 12 Pages
EXHIBIT (4)
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that Alan B. Slifka, whose
signature appears below, constitutes and appoints James H.
Schropp as attorney-in-fact and agent for the undersigned solely
for the purpose of executing reports required under Sections 13
and 16 of the Securities and Exchange Act of 1934, and filing the
same, with exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, thereby
ratifying and confirming all that said attorney-in-fact may do or
cause to be done by virtue hereof.
ALAN B. SLIFKA
/s/ Alan B. Slifka
__________________
Alan B. Slifka
Page 12 of 12 Pages
