-----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, PdQYq5QATTehNH4Na7odARyVV2Ia78BRXqw9QlsYDz5j8CHZbP9Zs+hVP5HMj/EK /B1CGotG600XKU7tDKiuzQ== 0000728083-01-000085.txt : 20010209 0000728083-01-000085.hdr.sgml : 20010209 ACCESSION NUMBER: 0000728083-01-000085 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CPI CORP CENTRAL INDEX KEY: 0000025354 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 431256674 STATE OF INCORPORATION: DE FISCAL YEAR END: 0206 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-33916 FILM NUMBER: 1528494 BUSINESS ADDRESS: STREET 1: 1706 WASHINGTON AVE CITY: ST LOUIS STATE: MO ZIP: 63103-1790 BUSINESS PHONE: 3142311575 MAIL ADDRESS: STREET 1: 1706 WASHINGTON AVE CITY: ST LOUIS STATE: MO ZIP: 63103 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST MANHATTAN CO CENTRAL INDEX KEY: 0000728083 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 131957714 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 437 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127563300 MAIL ADDRESS: STREET 1: 437 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 0001.txt NEW SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13 G Under the Securities Exchange Act of 1934 Amendment No. * Name of Issuer: CPI CORPORATION Title of Class of Securities: COMMON CUSIP Number: 12590210 *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 age. 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 4 CUSIP NO. 12590210 1. Name of Reporting Person, S.S. or I.R.S. Identification No. of above person: First Manhattan Co. 13-1957714 2. Check the appropriate box if a member of a group: (a) [ ] (b) [ X ] 3. SEC Use Only 4. Citizenship or Place of Organization: New York NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. Sole Voting Power: 376,500 6. Shared Voting Power: 95,000 7. Sole Dispositive Power: 376,500 8. Shared Dispositive Power: 95,000 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 471,500** 10. Check Box If The Aggregate Amount in Row (9) excludes Certain Shares [ ] 11. Percent of Class Represented by Amount in Row 9: 6.20% 12. Type of Reporting Person: BD, IA, PN - ---------------------- ** Includes 95,000 shares owned by family members of General Partners of First Manhattan Co. which are being reported for informational purposes. First Manhattan Co. disclaims dispositive power as to 85,000 of such shares and beneficial ownership as to 10,000 of such shares. Page 2 of 4 Item 1(a) Name of Issuer: CPI CORPORATION Item 1(b) Address of Issuer's Principal Executive Offices: 1706 WASHINGTON AVENUE ST LOUIS, MO 63103-1790 Item 2(a) Name of Person Filing: First Manhattan Co. Item 2(b) Address Principal Business Office: 437 Madison Avenue New York, NY 10022 Item 2(c) Citizenship: U.S.A. Item 2(d) Title of Class of Securities: COMMON Item 2(e) CUSIP Number: 12590210 Item 3 Check whether the person filing is a: Item 3(a) [X] Broker or Dealer registered under Section 15 of the Act. Item 3(b) - (d) Not applicable. Item 3(e) [X] Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940. Item 3(f) - (h) Not applicable. Item 4(a) Amount Beneficially Owned: 471,500** Item 4(b) Percent of Class: 6.20% Item 4(c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 376,500 (ii) shared power to vote or to direct the vte 95,000 (iii) sole power to dispose or to direct the disposition of 376,500 (iv) shared power to dispose or to direct the disposition of 95,000 Item 5 Ownership of Five Percent or Less of Class: [ ] Item 6 Ownership of More than Five Percent on Behalf of Another Person: Not applicable. ** Includes 95,000 shares owned by family members of General Partners of First Manhattan Co. which are being reported for informational purposes. First Manhattan Co. disclaims dispositive power as to 85,000 of such shares and beneficial ownership as to 10,000 of such shares. Page 3 of 4 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. 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. February 8, 2001 - ---------------------------------------------- Date - ----------------------------------------------- Signature Neal K. Stearns, General Partner - ------------------------------------------------ Name/Title Page 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----