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Previous: IMG MUTUAL FUNDS INC, 497, 1995-06-14 |
Next: OPPENHEIMER INTERNATIONAL BOND FUND, 497, 1995-06-14 |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
CRW FINANCIAL, INC.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
126276104
(CUSIP Number)
Daniel R. Tisch
WTG & CO., L.P.
500 Park Avenue
New York, New York 10022
(212) 935-7640
(Name, address and telephone number of person
authorized to receive notices and communications)
June 13, 1995
(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 with the
statement / /. (A fee is not required only if the reporting
person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership
of five percent or less of such class.) (See Rule 13d-7.)
(Page 1 of 7 Pages)<PAGE>
CUSIP No. 126276104 13D Page 2 of 7 Pages
_____________________________________________________________
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
WTG & Co., L.P.
2. Check the Appropriate Box if a Member of a Group
(a)
(b) X
3. SEC Use Only
4. Source of Funds
AF
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
Beneficially 8. Shared Voting Power
Owned by 40,000 Shares
Each Reporting 9. Sole Dispositive Power
Person With
10. Shared Dispositive Power
40,000 Shares
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
40,000 Shares
12. Check if the Aggregate Amount in Row (11)
Excludes Certain Shares
13. Percent of Class Represented by Amount in Row (11)
4.5%
14. Type of Reporting Person
PN
<PAGE>
CUSIP No. 126276104 13D Page 3 of 7 Pages
_____________________________________________________________
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
D. Tisch & Co., Inc.
2. Check the Appropriate Box if a Member of a Group
(a)
(b) X
3. SEC Use Only
4. Source of Funds
AF
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
Beneficially 8. Shared Voting Power
Owned by 40,000 Shares
Each Reporting 9. Sole Dispositive Power
Person With
10. Shared Dispositive Power
40,000 Shares
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
40,000 Shares
12. Check if the Aggregate Amount in Row (11) Excludes Cer-
tain Shares
13. Percent of Class Represented by Amount in Row (11)
4.5%
14. Type of Reporting Person
CO
<PAGE>
CUSIP No. 126276104 13D Page 4 of 7 Pages
_____________________________________________________________
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Daniel R. Tisch
2. Check the Appropriate Box if a Member of a Group
(a)
(b) X
3. SEC Use Only
4. Source of Funds
AF
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
Beneficially 8. Shared Voting Power
Owned by 40,000 Shares
Each Reporting 9. Sole Dispositive Power
Person With
10. Shared Dispositive Power
40,000 Shares
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
40,000 Shares
12. Check if the Aggregate Amount in Row (11)
Excludes Certain Shares
13. Percent of Class Represented by Amount in Row (11)
4.5%
14. Type of Reporting Person
IN
<PAGE>
This Amendment No. 2 amends the Schedule 13D dated
May 11, 1995 (as previously amended, the "Schedule 13D")
filed by WTG & Co., L.P. ("WTG"), D. Tisch & Co., Inc.
("D. Tisch & Co."), and Daniel R. Tisch relating to their
beneficial ownership of Common Stock, par value $0.01 per
share (the "Shares"), of CRW Financial, Inc., a Delaware
corporation (the "Company"). All capitalized terms not
otherwise defined herein shall have the meanings ascribed
thereto in the Schedule 13D.
1. The information set forth in Item 5(a) of the
Schedule 13D is hereby amended and supplemented by adding the
following thereto:
As of the close of business on June 13, 1995,
Mentor beneficially owned an aggregate of 40,000 Shares
(which was approximately 4.5% of the Shares outstanding
on May 19, 1995 based on information contained in the
Company's Quarterly Report on Form 10-Q for the quarter
ended April 1, 1995 that was filed with the Securities
and Exchange Commission).
(Page 5 of 7 Pages)<PAGE>
2. The information set forth in Item 5(c) of the
Schedule 13D is hereby amended and supplemented by adding the
following thereto:
Except as set forth below, no transactions in
the Shares have been effected by any of the Reporting
Persons since the most recent filing on Schedule 13D by
the Reporting Persons.
Dispositions of Shares by Mentor Since the
Most Recent Filing on Schedule 13D
Date of Amount of Price Per
Transaction Shares Aggregate Price Share
June 13, 1995 7,000 $29,540.00 $4.22
All Shares were sold in transactions on The Nasdaq SmallCap
Market. All prices are net of commissions.
3. The Schedule 13D is hereby amended by adding
as Item 5(e) thereof the following:
The Reporting Persons and Mentor ceased to be
the beneficial owner of more than five percent of the
Shares on June 13, 1995.
(Page 6 of 7 Pages)<PAGE>
SIGNATURES
After reasonable inquiry and to the best of our
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
Dated: June 14, 1995
WTG & CO., L.P.
By:/s/ Daniel R. Tisch
Daniel R. Tisch
Managing Director
D. TISCH & CO., INC.
By:/s/ Daniel R. Tisch
Daniel R. Tisch
President
/s/ Daniel R. Tisch
Daniel R. Tisch
(Page 7 of 7 Pages)
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