-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, B+Q7M66yCVMhr+Vx6HXeHY+35FllNEAo2sP1ZfjIGfZfVRmWq6yZWN7VM8JVDdoH aEBTYXWiLfi2Og5QkjyAmQ== 0000950123-97-003188.txt : 19970415 0000950123-97-003188.hdr.sgml : 19970415 ACCESSION NUMBER: 0000950123-97-003188 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970414 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WESTMORELAND COAL CO CENTRAL INDEX KEY: 0000106455 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE MINING [1220] IRS NUMBER: 231128670 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12668 FILM NUMBER: 97579708 BUSINESS ADDRESS: STREET 1: 2 NORTH CASCADE AVENUE 14TH FLOOR STREET 2: 200 S BROAD ST CITY: COLORADO SPRINGE STATE: CO ZIP: 80903 BUSINESS PHONE: 7194422600 MAIL ADDRESS: STREET 1: 700 THE BELLEVUE STREET 2: 200 S. BROAD STREET CITY: PHILADELPHIA STATE: PA ZIP: 19102 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RIVERSIDE CAPITAL ADVISERS INC /ADV CENTRAL INDEX KEY: 0000749043 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 592417036 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1650 S E 17TH STREET CAUSEWAY CITY: FORT LAUDERDALE STATE: FL ZIP: 33316-1735 BUSINESS PHONE: 9545242999 MAIL ADDRESS: STREET 1: 1650 S E 17TH STREET CAUSEWAY CITY: FORT LAUDERDALE STATE: FL ZIP: 33316-1735 SC 13G/A 1 AMENDMENT #3 TO SCHEDULE 13G 1 OMB APPROVAL OMB Number: 3235-0145 Expires: December 31, 1997 Estimated average burden hours per response..... 14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------ SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3)* ---------------------------------------------------------------- Westmoreland Coal Company (Name of Issuer) ---------------------------------------------------------------- Common Stock, par value $2.50 per share (Title of Class of Securities) ---------------------------------------------------------------- 960878 10 6 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing 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.) * 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 the disclosures provided in a prior cover page. The information required in 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 1 of 5 Pages 2 CUSIP NO. 960878 10 6 13G Page 2 of 5 Pages - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON - RIVERSIDE CAPITAL ADVISERS, INC. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - 59-24-17036 - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION FLORIDA - -------------------------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES BENEFI- 1,094,828 (1) CIALLY OWNED BY EACH REPORTING PERSON WITH ---------------------------------------------- 6 SHARED VOTING POWER 0 ---------------------------------------------- 7 SOLE DISPOSITIVE POWER 1,094,828 (1) ---------------------------------------------- 8 SHARED DISPOSITIVE POWER 0 - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,094,828(1) - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 13.58% (2) - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IA - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! (1) Represents shares of Common Stock issuable upon conversion of 641,000 Depositary Shares at a conversion ratio of x1.7080. (2) Based on 6,965,328 shares of Common Stock outstanding as of February 26, 1997. 3 Page 3 of 5 Pages SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 3 TO SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 ITEM 1(a) NAME OF ISSUER: The name of the issuer is Westmoreland Coal Company (the "COMPANY") ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: The address of the issuer's principal executive offices is 200 South Broad Street, Philadelphia, PA 19102 ITEM 2(a) NAME OF PERSON FILING: The name of the person filing this Statement is Riverside Capital Advisers, Inc. ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE: The address of the principal business office of the person filing this Statement is: 1650 S.E. 17th Street Causeway, Suite 204 Fort Lauderdale, Florida 33316-1735 ITEM 2(c) CITIZENSHIP: Riverside Capital Advisers, Inc. ("RIVERSIDE") is a Florida corporation. ITEM 2(d) TITLE OF CLASS OF SECURITIES: The title of the class of securities for which this Statement is being filed is Common Stock, $2.50 par value ITEM 2(e) CUSIP NUMBER: The CUSIP number of the class of securities for which this Statement is being filed is 960878 10 6 ITEM 3 TYPE OF PERSON: (e) The person filing this Statement is an Investment Adviser registered under the Investment Advisers Act of 1940. 4 Page 4 of 5 Pages ITEM 4 OWNERSHIP. (a) Amount Beneficially Owned: At December 31, 1996, Riverside beneficially owned 1,094,828 shares of the Common Stock of the Company ("COMMON SHARES") as a result of its having full discretionary investment authority over thirteen (13) customer accounts to which it provides investment advisory services. Such accounts own, in the aggregate, 641,000 Depositary Shares of the Company ("DEPOSITARY SHARES"), each of which represents one quarter of a share of the Company's Series A Convertible Exchangeable Preferred Stock and is convertible into Common Shares at the conversion ratio of 1.7080 Common Shares for each Depositary Share. (b) Percent of Class: 13.58% (assuming the conversion into Common Shares of all Depositary Shares beneficially owned by Riverside) (c) Number of shares as to which Riverside has: (i) Sole power to vote or direct the vote: 1,094,828 Common Shares; (ii) Shared power to vote or direct the vote: -0- Common Shares; (iii) Sole power to dispose or to direct the disposition of: 1,094,828 Common Shares; (iv) Shared power to dispose or to direct the disposition of: -0- Common Shares. 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: Riverside beneficially owns the Common Shares reported on as a result of its having full discretionary voting authority over certain customer accounts to which Riverside provides investment advisory services. The following customer's account contains Depositary Shares convertible into more than five percent of the outstanding Common Shares: Hoechst Celanese Corp. Employee Benefit Master Trust (446,250 Depositary Shares convertible into 762,195 Common Shares). ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: Not Applicable. ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP Not Applicable. 5 Page 5 of 5 Pages ITEM 9 NOTICE OF DISSOLUTION OF GROUP: Not Applicable. ITEM 10 CERTIFICATION: 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. 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: April 10, 1997 RIVERSIDE CAPITAL ADVISORS, INC. By: s/Michael Bowen ------------------------------ Michael Bowen, Vice President -----END PRIVACY-ENHANCED MESSAGE-----