-----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, C5YTvIB1PHCuJrUXbDfzPgZDw99YcEFoLcnUGS20r4EsHy3428bP0Cp/rgxRhbbq j9R2nN5OaShTdxst4F1ITA== 0000902664-96-000080.txt : 19960618 0000902664-96-000080.hdr.sgml : 19960618 ACCESSION NUMBER: 0000902664-96-000080 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960617 SROS: NYSE GROUP MEMBERS: D.E. SHAW INVESTMENTS, L.P. GROUP MEMBERS: DAVID E. SHAW GROUP MEMBERS: SHAW D E INVESTMENTS LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BOISE CASCADE CORP CENTRAL INDEX KEY: 0000012978 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 820100960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-14463 FILM NUMBER: 96582015 BUSINESS ADDRESS: STREET 1: ONE JEFFERSON SQ STREET 2: P O BOX 50 CITY: BOISE STATE: ID ZIP: 83702 BUSINESS PHONE: 2083846161 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SHAW D E INVESTMENTS LP CENTRAL INDEX KEY: 0000933203 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 133470777 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 120 W 45TH ST 39TH FL. STREET 2: TOWER 45 CITY: NEW Y ORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2124780000 MAIL ADDRESS: STREET 1: 120 W 45TH ST 39TH FL STREET 2: TOWER 45 CITY: NEW YORK STATE: NY ZIP: 10036 SC 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________ SCHEDULE 13G ________________ INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* Boise Cascade Corporation (NAME OF ISSUER) $1.58 Depositary Shares, Each Representing One-Tenth of a Share of Conversion Preferred Stock, Series G (Automatically Convertible Equity Securities - ACES) (TITLE OF CLASS OF SECURITIES) 097383 86 3 (CUSIP NUMBER) Check the following box if a fee is being paid with this statement. [x] (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). 13G CUSIP No. 097383 86 3 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON D.E. Shaw Investments, L.P. 13-3470777 _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [x] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware _____________________________________________________________________________ NUMBER OF (5) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (6) SHARED VOTING POWER 1,016,100 OWNED BY ______________________________________________________________ EACH (7) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (8) SHARED DISPOSITIVE POWER 1,016,100 _____________________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,016,100 _____________________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11.8% _____________________________________________________________________________ (12) TYPE OF REPORTING PERSON ** BD _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! 13G CUSIP No. 097383 86 3 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON David E. Shaw _____________________________________________________________________________ (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 _____________________________________________________________________________ NUMBER OF (5) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (6) SHARED VOTING POWER 1,016,100 OWNED BY ______________________________________________________________ EACH (7) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (8) SHARED DISPOSITIVE POWER 1,016,100 _____________________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,016,100 _____________________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11.8% _____________________________________________________________________________ (12) TYPE OF REPORTING PERSON ** IN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! ITEM 1(a). NAME OF ISSUER: Boise Cascade Corporation (the "Company") ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1111 West Jefferson Street, P.O. Box 50, Boise, ID 83728-0001 ITEM 2(a). NAME OF PERSON FILING: D.E. Shaw Investments, L.P. ("D.E. Shaw") David E. Shaw ITEM 2(b). ADDRESS OF PRINCIPAL OFFICE OR, IF NONE, RESIDENCE: 120 West 45th Street, 39th Floor, Tower 45, New York, NY 10036 ITEM 2(c). CITIZENSHIP: D.E. Shaw is a limited partnership organized under the laws of the State of Delaware. David E. Shaw is a citizen of the United States. ITEM 2(d). TITLE OF CLASS OF SECURITIES: $1.58 Depositary Shares, Each Representing One-Tenth of a Share of Conversion Preferred Stock, Series G (Automatically Convertible Equity Securities - ACES) ("ACES") ITEM 2(e). CUSIP NUMBER: 097383 86 3 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) [x] Broker or dealer registered under Section 15 of the Act (b) [ ] Bank as defined in Section 3(a)(6) of the Act (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (d) [ ] Investment Company registered under Section 8 of the Investment Company Act (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (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 Rule 13d- 1(b)(1)(ii)(F) (g) [ ] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G); see item 7 (h) [ ] Group, in accordance with Rule 13d- 1(b)(1)(ii)(H) ITEM 4. OWNERSHIP. (a) Amount beneficially owned: 1,016,100 (b) Percent of class: 11.8% (based on the 8,625,000 shares of ACES outstanding as of July 31, 1995, as stated by the Company) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote -0- (ii) shared power to vote or to direct the vote 1,016,100 (iii) sole power to dispose or to direct the disposition of -0- (iv) shared power to dispose or to direct the disposition of 1,016,100 By virtue of David Shaw's positions as President and sole shareholder of D.E. Shaw & Co., Inc., the general partner of D.E. Shaw & Co., L.P., the general partner of D.E. Shaw, David Shaw may be deemed to have the shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, the 1,016,100 shares of ACES held by D.E. Shaw, constituting 11.8% of the outstanding shares and, therefore, David Shaw may be deemed to be the beneficial owner of such shares. David Shaw disclaims beneficial ownership of such 1,016,100 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. This Schedule 13G is filed by David E. Shaw and D.E. Shaw, a Delaware limited partnership, with respect to the 1,016,100 shares of ACES held by D.E. Shaw at July 31, 1995. Each limited and general partner of D.E. Shaw has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities. No such partner has any such right with respect to more than five percent of the ACES. 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 ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not Applicable ITEM 10. CERTIFICATION. (if filing pursuant to Rule 13d- 1(b)) By signing below D.E. Shaw Investments, L.P. and David E. Shaw certify that, to the best of their knowledge and belief, the securities referred to above were acquired in the ordinary course of business, 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 purposes 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. June 17, 1996 (Date) D.E. SHAW INVESTMENTS, L.P. By: D.E. SHAW & CO., L.P. General Partner By: /s/ Stuart Steckler (Signature) Stuart Steckler/ Managing Director (Name/Title) DAVID E. SHAW /s/ DAVID E. SHAW (Signature) -----END PRIVACY-ENHANCED MESSAGE-----