-----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, LsRpOjhQeon3cg0uzT/Yuc9NGsl3dwvLsnz167VRXcp8Gv/AG86AqxGt3i5TLXNi HPDHCcAaPoiCwCtXTrS1Rg== 0000898430-96-001566.txt : 19960506 0000898430-96-001566.hdr.sgml : 19960506 ACCESSION NUMBER: 0000898430-96-001566 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960503 SROS: NYSE SROS: PSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: READING CO CENTRAL INDEX KEY: 0000082334 STANDARD INDUSTRIAL CLASSIFICATION: LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES) [6552] IRS NUMBER: 236000773 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-07710 FILM NUMBER: 96556098 BUSINESS ADDRESS: STREET 1: ONE PENN SQ WEST STREET 2: 30 S 15TH ST, STE 1300 CITY: PHILADELPHIA STATE: PA ZIP: 19102-4813 BUSINESS PHONE: 2155693344 MAIL ADDRESS: STREET 1: ONE PENN SQ WEST STREET 2: 30 S 15TH ST, STE 1300 CITY: PHILADELPHIA STATE: PA ZIP: 19102-4813 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CRAIG CORP CENTRAL INDEX KEY: 0000110985 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 951620188 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 550 S HOPE STREET STREET 2: SUITE 1825 CITY: LOS ANGELES STATE: CA ZIP: 90071-2633 BUSINESS PHONE: 3106596641 MAIL ADDRESS: STREET 1: 550 S HOPE STREET STREET 2: SUITE 1825 CITY: LOS ANGELES STATE: CA ZIP: 90071-2633 FORMER COMPANY: FORMER CONFORMED NAME: MAGNASYNC CRAIG CORP DATE OF NAME CHANGE: 19691130 SC 13D/A 1 AMENDMENT #7 TO SCHEDULE 13D --------------------------- OMB APPROVAL --------------------------- OMB Number: 3235-0145 Expires: October 31, 1994 Estimated average burden hours per response... 14.90 --------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7 )* -------- Reading Company --------------- (Name of Issuer) Class A Common Stock, par value $.01 per share ---------------------------------------------- (Title of Class of Securities) 755332-50-9 ----------------------------- (CUSIP Number) S. Craig Tompkins, President, Craig Corporation 550 South Hope Street, Suite 1825, Los Angeles, California 90071 (213) 239-0555 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 30, 1996 ----------------------------------------------- (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 [_]. (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). - ----------------------- ----------------------- CUSIP NO. 755332-50-9 SCHEDULE 13D PAGE 2 OF 4 PAGES - ----------------------- ----------------------- - -------------------------------------------------------------------------------- NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Craig Corporation - -------------------------------------------------------------------------------- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 2 (a) [_] (b) [_] - -------------------------------------------------------------------------------- SEC USE ONLY 3 - -------------------------------------------------------------------------------- SOURCE OF FUNDS* 4 WC - -------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] 5 - -------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 Delaware - -------------------------------------------------------------------------------- SOLE VOTING POWER 7 NUMBER OF 2,452,526 SHARES ------------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 8 0 OWNED BY ------------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 9 REPORTING 2,452,526 PERSON ------------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 10 0 - -------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 2,452,256 - -------------------------------------------------------------------------------- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] 12 - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 49.4% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 CO - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 3 of 4 Pages This Amendment No. 7 amends and supplements Amendment No. 6 of the Schedule 13D, as previously amended (as so amended, the "Schedule 13D"), filed by Craig Corporation, a Delaware corporation ("Craig"), relating to beneficial holdings of shares of Class A Common Stock, $0.01 par value per share of Reading Company, a Pennsylvania corporation ("Reading"). ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. ------------------------------------------------- The source of funds for Craig's purchase of 23,850 shares of Reading's Class A Stock is working capital. The total net consideration amounted to approximately $216,856. ITEM 4. PURPOSE OF TRANSACTION. ---------------------- Item 4 is hereby amended to add the following: Craig has been advised by Reading that its request to increase its ownership interest in Reading above 50% was approved by the Board of Directors of Reading at a meeting held on April 30, 1996. The Board authorized Craig to acquire additional shares of Class A Stock such that Craig's total holdings would not exceed 55.0% of the issued and outstanding shares of Class A Stock. At a meeting of the Board of Directors of Craig held on April 30, 1996, the Board authorized management to purchase additional shares of Reading Class A Stock up to the limit set by the Reading Board of Directors. Management is currently negotiating to acquire approximately 70,000 shares of Class A Stock but there can be no assurance an agreement will be reached. If the acquisition is consummated, Craig's percentage interest in the Class A Stock would be in excess of 50% and Craig may purchase additional shares of Reading Class A Stock either privately or in open market transactions to bring its ownership interest up to the 55% approved by the Reading Board of Directors. ITEM 5. INTEREST IN THE SECURITIES OF THE ISSUER. ---------------------------------------- Item 5 of the Schedule is hereby amended by this Amendment No. 7 to add the following: 5(a). See Items 11 and 13 of the Cover Page concerning the securities of Reading beneficially owned by Craig. 5(b). See Items 7, 8, 9 and 10 of the Cover Page concerning the calculation of the combined voting power represented by the securities of Reading beneficially owned by Craig. Craig has engaged in the following transactions in Class A Stock of Reading, all of which were effectuated in the over-the-counter market: Page 4 of 4 Pages
Date Shares Purchased Price Per Share ---- ---------------- --------------- 12/28/95 4,500 $9.0625 12/29/95 5,600 9.1205 1/3/96 3,000 9.125 1/4/96 2,000 9.125 1/9/96 2,000 9.125 1/12/96 6,750 9.00
SIGNATURES ---------- After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Dated: May 2, 1996 CRAIG CORPORATION a Delaware corporation By:/s/ Robin Skophammer ----------------------- Robin Skophammer Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----