UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )
CRA Managed Care, Inc.
(Name of Issuer)
Common Stock, .01 par value per share
(Title of Class of Securities)
126172105
(CUSIP Number)
W. Brett Davis, Esq.
Hutchins, Wheeler & Dittmar
101 Federal Street, Boston, MA 02110 (617) 951-6600
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
December 31, 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 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).
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SCHEDULE 13D
CUSIP No. 126172105 Page 2 of 7 Pages
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1. NAME OF REPORTING PERSON - Arlene Osoff as Trustee of The Silverman 1996
Grantor Retained Annuity Trust, The Michael E. Silverman 1995 Irrevocable
Trust and The Susan E. Bender 1995 Irrevocable Trust
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON -
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
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
U.S.
7. SOLE VOTING POWER
485,323
NUMBER OF
SHARES 8. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
REPORTING 438,323
PERSON WITH
10. SHARED DISPOSITIVE POWER
47,000
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
485,323
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.44%
14. TYPE OF REPORTING PERSON
IN
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This amendment is filed as a result of a transfer of 161,677 shares of
Common Stock of CRA Manged Care, Inc. from the Reporting Person, as trustee of
the Silverman 1996 Grantor Retained Annuity Trust, to the settlor of said trust
in accordance with the terms of the written trust agreement.
Item 5. Interest in Securities of the Issuer.
(a) The Reporting Person, as of the date hereof, may, as a result of the
Act and the Rules and Regulations promulgated thereunder, be deemed to
beneficially own an aggregate of 485,323 shares of Common Stock, representing
5.44% of the outstanding shares of Common Stock of the Company, based upon
8,921,403 shares outstanding according to materials provided by the Issuer. Of
this total number of shares, 438,323 are held as Trustee of The Silverman 1996
Grantor Retained Annuity Trust, 23,500 shares are held as Co-Trustee of The
Susan E. Bender 1995 Irrevocable Trust and 23,500 shares are held as Co-Trustee
of The Michael E. Silverman 1995 Irrevocable Trust.
(b) The Reporting Person has the sole power to vote or direct the vote of
485,323 shares of Common Stock and shared power to vote or direct the vote of 0
shares of Common Stock. The Reporting Person has sole power to dispose or direct
the disposition of 438,323 shares of Common Stock and shared power to dispose or
direct the disposition of 47,000 shares of Common Stock.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
The Reporting Person has the sole power to vote or direct the vote of
485,323 shares of Common Stock pursuant to The Silverman 1996 Grantor Retained
Annuity Trust dated January 8, 1996, The Michael E. Silverman 1995 Irrevocable
Trust dated March 13, 1995 and The Susan E. Bender 1995 Irrevocable Trust dated
March 13, 1995 and the sole power to direct the disposition of 438,323 shares of
Common Stock pursuant to The Silverman 1996 Grantor Retained Annuity Trust. The
Reporting Person shares the power to dispose or direct the disposition of an
aggregate of 47,000 shares of Common Stock with the settlor of The Michael E.
Silverman 1995 Irrevocable Trust and The Susan E. Bender 1995 Irrevocable Trust
pursuant to the applicable trust documents.
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Except as described in the immediately preceding paragraph and Item 4
above, there are no contracts, agreements, understandings or relationships
(legal or otherwise) among the persons named in Item 2 and between such persons
and any person with respect to any securities of the Issuer, including but not
limited to transfer or voting of any of the securities, finder's fees, joint
ventures, loan or option arrangements, put or calls, guarantees of profits,
diversion of profits or loss, or the giving or withholding of proxies.
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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.
Dated: 1/9/97 /s/ Arlene Osoff
---------------- ------------------------------------
Arlene Osoff, as Trustee of The Silverman 1996
Grantor Retained Annuity Trust, The Michael E.
Silverman 1995 Irrevocable Trust and The Susan E.
Bender 1995 Irrevocable Trust
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