-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, iYhumVD5cyWvtZIYmS/NThwRp/XgCCN49cyl7pt4E6OA+pKGbNdGhsF0a0BSep9Q wr+yphK6RMSoUOJ8D35F2A== 0000914760-94-000025.txt : 19940519 0000914760-94-000025.hdr.sgml : 19940519 ACCESSION NUMBER: 0000914760-94-000025 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940518 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PRICE COMMUNICATIONS CORP CENTRAL INDEX KEY: 0000355787 STANDARD INDUSTRIAL CLASSIFICATION: 2711 IRS NUMBER: 132991700 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-34130 FILM NUMBER: 94529279 BUSINESS ADDRESS: STREET 1: 45 ROCKEFELLER PLZ STREET 2: STE 3201 CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2127575600 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OVITZ BRUCE CENTRAL INDEX KEY: 0000923159 STANDARD INDUSTRIAL CLASSIFICATION: 0000 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 30 SOUTH WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3129304500 MAIL ADDRESS: STREET 2: 30 S WACKER DR CITY: CHICAGO STATE: IL ZIP: 60606 SC 13D 1 SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. _____)* PRICE COMMUNICATIONS CORPORATION (Name of Issuer) COMMON STOCK, $.01 par value (Title of Class of Securities) 741437305 (CUSIP Number) Bruce Ovitz 30 South Wacker Drive, Suite 1800 Chicago, Illinois 60606 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 9, 1994 (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 [ X ]. (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.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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). No Exhibits Page 1 of 5 SCHEDULE 13D CUSIP No. 741437305 ___________________________________________________________________________ 1 NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Bruce D. Ovitz ___________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / ___________________________________________________________________________ 3 SEC USE ONLY ___________________________________________________________________________ 4 SOURCE OF FUNDS* WC 00 ___________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / ___________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States ___________________________________________________________________________ 7 SOLE VOTING POWER NUMBER OF SHARES 586,849 BENEFICIALLY _______________________________________________________ OWNED BY 8 SHARED VOTING POWER EACH -0- REPORTING _______________________________________________________ PERSON 9 SOLE DISPOSITIVE POWER WITH 586,849 _______________________________________________________ 10 SHARED DISPOSITIVE POWER -0- ___________________________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 586,849 ___________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / ___________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% assuming 10,022,864 Shares of Common Stock are outstanding ___________________________________________________________________________ 14 TYPE OF REPORTING PERSON* IN ___________________________________________________________________________ *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. Page 2 of 5 ITEM 1. SECURITY AND ISSUER This Statement on Schedule 13D relates to the Common Stock, $.01 par value ("Common Stock"), of Price Communications Corporation ("Issuer"), whose principal offices are located at 345 Rockefeller Plaza, 30th Floor, New York, New York 10020. ITEM 2. IDENTITY AND BACKGROUND This Statement on Schedule 13D is filed with the Securities and Exchange Commission by Bruce D. Ovitz ("Ovitz"), as general partner of Grant Partners I, an Illinois limited partnership, Grant Partners II, an Illinois limited partnership, and Grant Partners VI, an Illinois limited partnership (collectively, the "Limited Partnerships"). Each Limited Partnership's principal business is investments and address is 30 South Wacker Drive, Suite 1800, Chicago, Illinois 60606. Ovitz's principal occupation is serving as general partner of each of the Limited Partnerships. During the past five years, Ovitz has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor has he been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where as a result of such proceeding he was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Ovitz is a citizen of the United States. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The Limited Partnerships acquired the Common Stock with working capital of the Limited Partnerships. Some of the Common Stock was purchased through margin accounts. ITEM 4. PURPOSE OF TRANSACTION Ovitz, acting as general partner for each of the Limited Partnerships, acquired the Common Stock for investment and may acquire additional Common Stock in the future for investment. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) The aggregate number of shares of Common Stock beneficially owned by Ovitz, as general partner of each of the Limited Partnerships, within the meaning of Section 13(d) of the Securities Exchange Act of 1934, is 586,849 (5.9% of the Page 3 of 5 total amount outstanding, assuming 10,022,864 Shares of Common Stock are outstanding). (b) As general partner of each of the Limited Partnerships, Ovitz has sole power to vote and to direct the disposition of the shares of Common Stock beneficially owned by him. (c) Ovitz, acting as general partner for each of the Limited Partnerships, purchased a total of 20,500 shares of Common Stock for a purchase price of $88,291.45 on May 2, 1994 and sold 25,000 shares of Common Stock for a sale price of $104,747.50 on March 25, 1994. On May 2, an injunction preventing the Issuer's repurchase of 2,249,087 shares of its Common Stock was lifted. Ovitz became a 5% stockholder as a result of the Issuer's repurchase of its Common Stock which became effective May 2, 1994. The average purchase price per share was $2.80. (d) Not applicable. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER There are no contracts, arrangements, understandings or relationships with respect to securities of the issuer among the persons named in Item 2 above. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None. Page 4 of 5 Signatures After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: May 18, 1994 /s/ Bruce D. Ovitz Bruce D. Ovitz, as General Partner of Grant Partners I, Grant Partners II and Grant Partners VI ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001). 05\17\94\23884\010\1013DHJS.005 Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----