TOKHEIM CORP
SC 13G/A, 1997-02-12
REFRIGERATION & SERVICE INDUSTRY MACHINERY
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G

             INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
                  UNDER THE SECURITIES AND EXCHANGE ACT OF 1934
                                (Amendment No. 1  )*


                                  Tokheim Corp.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                                   Common Stock
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   889073102
- --------------------------------------------------------------------------------
                                 (CUSIP Number)



- -----------------------------

*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

<PAGE>

CUSIP No. 889073102                    13G              Page  2  of  8  Pages   
- ----------------------                               ---------------------------

- --------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

               The TCW Group, Inc.
- --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a)  / /
                                                                        (b)  /X/
- --------------------------------------------------------------------------------
3    SEC USE ONLY

- --------------------------------------------------------------------------------
4    CITIZENSHIP OR PLACE OF ORGANIZATION

          Nevada corporation
- --------------------------------------------------------------------------------
           NUMBER OF               5    SOLE VOTING POWER
            SHARES                                                       526,800
         BENEFICIALLY              ---------------------------------------------
           OWNED BY                6    SHARED VOTING POWER
             EACH                                                           -0-
           REPORTING               ---------------------------------------------
            PERSON                 7    SOLE DISPOSITIVE POWER
             WITH                                                        526,800
                                   ---------------------------------------------
                                   8    SHARED DISPOSITIVE POWER
                                                                             -0-
- --------------------------------------------------------------------------------
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                                                                         526,800
- --------------------------------------------------------------------------------
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
     CERTAIN SHARES*
                                                                           / /
- --------------------------------------------------------------------------------
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
     6.6% (see response to Item 4)
- --------------------------------------------------------------------------------
12   TYPE OF REPORTING PERSON*
                                      HC/CO
- --------------------------------------------------------------------------------



                    *SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>

CUSIP No. 889073102                   13G              Page  3  of  8  Pages   
- ----------------------                               ---------------------------

- --------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

               Robert Day
- --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a)  / /
                                                                        (b)  /X/
- --------------------------------------------------------------------------------
3    SEC USE ONLY

- --------------------------------------------------------------------------------
4    CITIZENSHIP OR PLACE OF ORGANIZATION

          United States Citizen
- --------------------------------------------------------------------------------
           NUMBER OF               5    SOLE VOTING POWER
            SHARES                                                       526,800
         BENEFICIALLY              ---------------------------------------------
           OWNED BY                6    SHARED VOTING POWER
             EACH                                                            -0-
           REPORTING               ---------------------------------------------
            PERSON                 7    SOLE DISPOSITIVE POWER
             WITH                                                        526,800
                                   ---------------------------------------------
                                   8    SHARED DISPOSITIVE POWER
                                                                             -0-
- --------------------------------------------------------------------------------
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                                                                         526,800
- --------------------------------------------------------------------------------
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
     CERTAIN SHARES*
                                                                           / /
- --------------------------------------------------------------------------------
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
     6.6% (see response to Item 4)
- --------------------------------------------------------------------------------
12   TYPE OF REPORTING PERSON*7
                                      HC/IN
- --------------------------------------------------------------------------------



                    *SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>

                                                              Page 4 of 8 Pages

Item 1(a).    Name of Issuer:

              Tokheim Corp.

Item 1(b).    Address of Issuer's Principal Executive Offices:

              P.O. Box 360
              1600 Wabash Avenue
              Fort Wayne, IN 46801-0360
          
Item 2(a).    Name of Persons Filing:
Item 2(b).    Address of Principal Business Office:
Item 2(c).    Citizenship:

              The TCW Group, Inc.
              865 South Figueroa Street
              Los Angeles, CA 90017
              (Nevada Corporation)

              Robert Day 
              200 Park Avenue, Suite 2200
              New York, New York 10166
              (United States Citizen)

Item 2(d).    Title of Class of Securities:

              Common Stock

Item 2(e).    CUSIP Number:

              889073102

<PAGE>
                                                             Page 5 of 8 Pages

Item 3.       If this statement is filed pursuant to Rules 13d-1(b), or
              13d-2(b), check whether the person filing is a:

         (a)  [ ]  Broker or Dealer registered under Section 15 of the Act:

                        Not applicable

         (b)  [ ]  Bank as defined in Section 3(a)(6) of the Act:

                        Not applicable

         (c)  [ ]  Insurance Company as defined in Section 3(a)(19) of the Act:
               
                        Not applicable

         (d)  [ ]  Investment Company registered under Section 8 of the
                   Investment Company Act:

                        Not applicable

         (e)  [ ]  Investment Adviser registered under Section 203 of the
                   Investment Advisers Act of 1940:

                        Not applicable

         (f)  [ ]  Employee Benefit Plan, Pension Fund which is subject to the
                   provisions of the Employee Retirement Income Security Act of
                   1974 or Endowment Fund (SEE 13d-1(b)(1)(ii)(F)):

                        Not applicable

         (g)  [X]  Parent Holding Company, in accordance with Rule
                   13d-1(b)(ii)(G) (SEE Item 7):

                        The TCW Group, Inc.
                        Robert Day (individual who may be deemed to
                             control The TCW Group, Inc. and other holders
                             of the Common Stock of the issuer)

         (h)  [ ]  Group, in accordance with Rule 13d-1(b)(1)(ii)(H):

                        Not applicable.

<PAGE>
                                                             Page 6 of 8 Pages

Item 4.       Ownership **

         THE TCW GROUP, INC.

              (a)  Amount beneficially owned: 526,800

              (b)  Percent of class: 6.6% 

              (c)  Number of shares as to which such person has:

                   (i)   Sole power to vote or to direct the vote:
                           526,800

                   (ii)  Shared power to vote or to direct the vote:   none.

                   (iii) Sole power to dispose or direct the disposition of:
                           526,800

                   (iv)  Shared power to dispose or to direct the disposition
                   of: none.

         ROBERT DAY 

              (a)  Amount beneficially owned: 526,800

              (b)  Percent of class: 6.6%

              (c)  Number of shares as to which such person has:

                   (i)   Sole power to vote or to direct the vote:
                           526,800

                   (ii)  Shared power to vote or to direct the vote: none.

                   (iii) Sole power to dispose or direct the disposition of:
                           526,800

                   (iv)  Shared power to dispose or to direct the disposition
                   of:  none.

- --------------------
**  The filing of this Schedule 13G shall be construed as an admission that 
the reporting person or any of its affiliates is, for the purposes of Section 
13(d) or 13(g) of the  Securities Exchange Act of 1934, the beneficial owner 
of any securities covered by this Schedule 13G.  In addition, the filing of  
this Schedule 13G shall not be construed as an admission that the reporting 
person or any of its affiliates is the beneficial owner of  any securities 
covered by this Schedule 13G for any other purposes than Section 13(d) of the 
Securities Exchange Act of 1934.


<PAGE>

                                                             Page 7 of 8 Pages

Item 5.       Ownership of Five Percent or Less of a Class.

                   Not applicable.

Item 6.       Ownership of More than Five Percent on Behalf of Another Person.

              Various persons other than as described in Item 4
              have the right to receive or the power to direct the
              receipt of dividends from, or the proceeds from the
              sale of, the Common Stock of Tokheim Corp.

Item 7.       Identification and Classification of the Subsidiary
              Which Acquired the Security Being Reported on by the
              Parent Holding Company.

              SEE Exhibit A.

Item 8.       Identification and Classification of Members of the Group.

              Not applicable. SEE Exhibits A and B.

Item 9.       Notice of Dissolution of Group.

              Not applicable.

Item 10.      Certification.

         Because this statement is filed pursuant to Rule 13d-1(b),
         the following certification is included:


         By signing below I certify that, to the best of my
         knowledge and belief, the securities referred to above
         were acquired in the ordinary course of business and were
         not acquired for the purpose of and do not have the effect
         of changing or influencing the control of the issuer of
         such securities and were not acquired in connection with
         or as a participant in any transaction having such purpose
         or effect.

<PAGE>

                                                             Page 8 of 8 Pages

                                    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.

Dated this 12th day of February, 1997.


                                       The TCW Group, Inc.

                                             
                                       By: /s/ Mohan V. Phansalkar 
                                          ------------------------
                                          Mohan V. Phansalkar
                                          Authorized Signatory


                                       Robert Day

                                       By: /s/ Mohan V. Phansalkar 
                                          ------------------------
                                          Mohan V. Phansalkar
                                          Under Power of Attorney dated
                                          January 30, 1996, on File
                                          with Schedule 13G Amendment
                                          Number 1 for Matrix Service Co.
                                          dated January 30, 1996.



<PAGE>

                            EXHIBIT A


         RELEVANT SUBSIDIARIES OF PARENT HOLDING COMPANY

PART A: TCW ENTITIES

PARENT HOLDING COMPANY:

              The TCW Group, Inc.

              Robert Day (an individual who may be deemed to control
              The TCW Group, Inc.)


RELEVANT SUBSIDIARIES THAT ARE PERSONS DESCRIBED IN RULE 13d-1(b):

         (i)  Trust Company of the West, a California corporation and
         a bank as defined in Section 3(a)(6) of the Securities
         Exchange Act of 1934. 

         (ii) TCW Asset Management Company, a California corporation
         and an Investment Adviser registered under Section 203 of
         the Investment Advisers Act of 1940. 
     
Note:          No Common Stock of Tokheim Corp. is held directly
               by The TCW Group, Inc.  Other than the indirect
               holdings of The TCW Group, Inc. no Common Stock of
               Tokheim Corp. is held directly or indirectly by
               Robert Day, an individual who may be deemed to
               control The TCW Group, Inc. 
     
PART B: NON TCW ENTITIES

PARENT HOLDING COMPANY:

               Robert Day (an individual who may be deemed to control
               the holders described below which are not subsidiaries
               of The TCW Group, Inc.)

RELEVANT SUBSIDIARIES THAT ARE PERSONS DESCRIBED IN 
RULE 13d-1(b):

               Oakmont Corporation, a California corporation and an
               Investment Adviser registered under Section 203 of the
               Investment Advisers Act of 1940.

               Cypress International Partners Limited, a British
               Virgin Islands corporation and an Investment Adviser
               registered under Section 203 of the Investment Advisers
               Act of 1940.


                                      A-1



<PAGE>

                           EXHIBIT B

                     JOINT FILING AGREEMENT


               The undersigned acknowledge and agree that the foregoing 
statement on Schedule 13G is filed on behalf of each of the undersigned and 
that all subsequent amendments to this statement on Schedule 13G shall be 
filed on behalf of each of the undersigned without the necessity of filing 
additional joint acquisition statements.  The undersigned acknowledge that 
each shall be responsible for the timely filing of such amendments, and for 
the completeness and accuracy of the information concerning him or it 
contained therein, but shall not be responsible for the completeness and 
accuracy of the information concerning the other, except to the extent that 
he or it knows or has reason to believe that such information is accurate.

Dated: February 12, 1997


                                       The TCW Group, Inc.

                                             
                                       By: /s/ Mohan V. Phansalkar
                                          -------------------------
                                          Mohan V. Phansalkar
                                          Authorized Signatory        



                                       Robert Day

                                             
                                       By: /s/ Mohan V. Phansalkar
                                          -------------------------
                                          Mohan V. Phansalkar
                                          Under Power of Attorney dated
                                          January 30, 1996, on File with
                                          Schedule 13G Amendment Number 1
                                          for Matrix Service Co. dated
                                          January 30, 1996.



                                      B-1



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