SEC Info - Gamco Investors, Inc. et al - ‘SC 13D/A’ on 7/12/96 re: Acme Cleveland Corp/OH

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Gamco Investors, Inc. et al – ‘SC 13D/A’ on 7/12/96 re: Acme Cleveland Corp/OH

As of: Friday, 7/12/96 · Accession #: 807249-96-184 · File #: 5-43378

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer

 7/12/96  Gamco Investors, Inc. et al       SC 13D/A               2:36K  Acme Cleveland Corp/OH

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to Schedule 13D                             21±    73K 
 2: EX-1        Underwriting Agreement                                 1      4K

SC 13D/A — Amendment to Schedule 13D

SC 13D/A 1st “Page” of 4 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION                
Washington, D.C.  20549               

SCHEDULE 13D                
(Amendment No. 2)                 

Under the Securities Exchange Act of 1934               

ACME-CLEVELAND CORPORATION              
(Name of Issuer)                

Common Stock Par Value $1.00 Per Share                
(Title of Class and Securities)                 

004626107                 
(CUSIP Number of Class of Securities)               

James E. McKee, Gabelli Funds, Inc.,              
One Corporate Center, Rye, NY 10580-1434 (914) 921-5294               
(Name, Address and Telephone Number of Person Authorized                
to Receive Notices and Communications)                

July 8, 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 State-               
ment because of Rule 13d-1(b)(3) or (4), check the following box:               
                                    ____
                                   /___/

Check the following box if a fee is being paid with this State-                 
ment:                                                                           
                                   _____
                                  /    /

SC 13D/A 2nd “Page” of 4 TOC 1st Previous Next ↓Bottom Just 2nd
_________________________________________________________________               

CUSIP No. 004626107                                       13D                   
_________________________________________________________________               
(1)  NAMES OF REPORTING PERSONS                                                 
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS                 
Gabelli Funds, Inc.            I.D. No. 13-3056041                  
_________________________________________________________________               
(2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:                          
                                  ____
                             (a) /___/
                                  ____
                             (b) /___/
_________________________________________________________________               
(3)  SEC USE ONLY                                                               
_________________________________________________________________               
(4)  SOURCE OF FUNDS*                                                           
N/A                                                                 
_________________________________________________________________               
(5)  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS                            
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)          _____                
                                /  x /
_________________________________________________________________               
(6)  CITIZENSHIP OR PLACE OF ORGANIZATION                                       
New York                                                            
_________________________________________________________________               
                       : (7) SOLE VOTING POWER
                   :     None (Item 5)
                         :________________________
                         : (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY          :     None (Item 5)                    
OWNED BY EACH REPORTING                :________________________              
PERSON WITH                            : (9) SOLE DISPOSITIVE                 
           :     POWER
                   :     None (Item 5)
                         :________________________
                        :(10) SHARED DISPOSITIVE
           :     POWER
                   :     None (Item 5)
_________________________________________________________________               
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
None (Item 5)                                                       
_________________________________________________________________               
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11                                
EXCLUDES CERTAIN SHARES*                         _____                
                                /  x /
_________________________________________________________________               
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11                           
0.00%                                                               
_________________________________________________________________               
(14) TYPE OF REPORTING PERSON*                                                  
HC, IA, CO                                                          
_________________________________________________________________               
*SEE INSTRUCTIONS BEFORE FILLING OUT!               
________________________________________________________________                

CUSIP No. 004626107                                        13D                  
_________________________________________________________________               
(1)  NAMES OF REPORTING PERSONS                                                 
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS                 
GAMCO Investors, Inc.              I.D. No. 13-2951242              
_________________________________________________________________               
(2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:                          
                                  ____
                             (a) /___/
                                  ____
                             (b) /___/
_________________________________________________________________               
(3)  SEC USE ONLY                                                               
_________________________________________________________________               
(4)  SOURCE OF FUNDS*                                                           
N/A                                                                 
_________________________________________________________________               
(5)  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS                            
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)          _____                
                                /  x /
_________________________________________________________________               
(6)  CITIZENSHIP OR PLACE OF ORGANIZATION                                       
New York                                                            
_________________________________________________________________               
                       : (7) SOLE VOTING POWER
                    :      None (Item 5)
                         :________________________
                         : (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY          :      None (Item 5)                   
OWNED BY EACH REPORTING                :________________________              
PERSON WITH                            : (9) SOLE DISPOSITIVE                 
           :     POWER
                    :      None (Item 5)
                         :________________________
                        :(10) SHARED DISPOSITIVE
           :     POWER
                    :      None (Item 5)
_________________________________________________________________               
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
None (Item 5)                                                       
_________________________________________________________________               

(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11                                
EXCLUDES CERTAIN SHARES*                         ____                 
                               /___/
_________________________________________________________________               
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11                           
0.00%                                                               
_________________________________________________________________               
(14) TYPE OF REPORTING PERSON*                                                  
IA, CO                                                              
_________________________________________________________________               
*SEE INSTRUCTIONS BEFORE FILLING OUT!               
_________________________________________________________________               

CUSIP No. 004262107                                        13D                  
_________________________________________________________________               
(1)  NAMES OF REPORTING PERSONS                                                 
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS                 
Gabelli Associates Fund            I.D. No. 13-3246203              
_________________________________________________________________               
(2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:                          
                                  ____
                             (a) /___/
                                  ____
                             (b) /___/
_________________________________________________________________               
(3)  SEC USE ONLY                                                               
_________________________________________________________________               
(4)  SOURCE OF FUNDS*                                                           
N/A                                                                 
_________________________________________________________________               
(5)  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS                            
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)          ____                 
                               /___/
_________________________________________________________________               
(6)  CITIZENSHIP OR PLACE OF ORGANIZATION                                       
New York                                                            
_________________________________________________________________               
                       : (7) SOLE VOTING POWER
                   :     None (Item 5)
                         :________________________
                         : (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY          :     None (Item 5)                    
OWNED BY EACH REPORTING                :________________________              
PERSON WITH                            : (9) SOLE DISPOSITIVE                 
           :     POWER
                   :     None (Item 5)
                         :________________________
                        :(10) SHARED DISPOSITIVE
           :     POWER
                   :     None (Item 5)
_________________________________________________________________               
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
None (Item 5)                                                       
_________________________________________________________________               
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11                                
EXCLUDES CERTAIN SHARES*                         ____                 
                               /___/
_________________________________________________________________               
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11                           
0.00%                                                               
_________________________________________________________________               
(14) TYPE OF REPORTING PERSON*                                                  
PN                                                                  
_________________________________________________________________               

*SEE INSTRUCTIONS BEFORE FILLING OUT!               
________________________________________________________________                

CUSIP No. 004626107                                        13D                  
_________________________________________________________________               
(1)  NAMES OF REPORTING PERSONS                                                 
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS                 
Gabelli Associates Limited     I.D. No. Foreign Corporation         
_________________________________________________________________               
(2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:                          
                                  ____
                             (a) /___/
                                  ____
                             (b) /___/
_________________________________________________________________               
(3)  SEC USE ONLY                                                               
_________________________________________________________________               
(4)  SOURCE OF FUNDS*                                                           
N/A                                                                 
_________________________________________________________________               
(5)  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS                            
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)          ____                 
                               /___/
_________________________________________________________________               
(6)  CITIZENSHIP OR PLACE OF ORGANIZATION                                       
British Virgin Islands                                              
_________________________________________________________________               
                       : (7) SOLE VOTING POWER
                   :     None (Item 5)
                         :________________________
                         : (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY          :     None (Item 5)                    
OWNED BY EACH REPORTING                :________________________              
PERSON WITH                            : (9) SOLE DISPOSITIVE                 
           :     POWER
                   :     None (Item 5)
                         :________________________
                        :(10) SHARED DISPOSITIVE
           :     POWER
                  :     None (Item5)
_________________________________________________________________               
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
None (Item 5)                                                       
_________________________________________________________________               
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11                                
EXCLUDES CERTAIN SHARES*                         ____                 
                               /___/
_________________________________________________________________               
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11                           
0.00%                                                               
_________________________________________________________________               
(14) TYPE OF REPORTING PERSON*                                                  
CO                                                                  
_________________________________________________________________               

*SEE INSTRUCTIONS BEFORE FILLING OUT!               
_________________________________________________________________               

CUSIP No. 004626107                                        13D                  
_________________________________________________________________               
(1)  NAMES OF REPORTING PERSONS                                                 
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS                   
Mario J. Gabelli                  I.D. No. 074-34-7503                
_________________________________________________________________               
(2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:                          
                                  ____
                             (a) /___/
                                  ____
                             (b) /___/
_________________________________________________________________               
(3)  SEC USE ONLY                                                               
_________________________________________________________________               
(4)  SOURCE OF FUNDS*                                                           
N/A                                                                 
_________________________________________________________________               
(5)  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS                            
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)          ____                 
                               / x /
_________________________________________________________________               
(6)  CITIZENSHIP OR PLACE OF ORGANIZATION                                       
USA                                                                 
_________________________________________________________________               
                       : (7) SOLE VOTING POWER
                   :     None (Item 5)
                         :________________________
                         : (8) SHARED VOTING POWER
NUMBER OF SHARES BENEFICIALLY          :     None (Item 5)                    
OWNED BY EACH REPORTING                :________________________              
PERSON WITH                            : (9) SOLE DISPOSITIVE                 
           :     POWER
                   :     None (Item 5)
                         :________________________
                        :(10) SHARED DISPOSITIVE
           :     POWER
                   :     None (Item 5)
_________________________________________________________________               
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
None (Item 5)                                                         
_________________________________________________________________               
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11                                
EXCLUDES CERTAIN SHARES*                         _____                
                                /  x /
_________________________________________________________________               
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11                           
0.00%                                                               
_________________________________________________________________               
(14) TYPE OF REPORTING PERSON*                                                  
IN                                                                  
_________________________________________________________________               

*SEE INSTRUCTIONS BEFORE FILLING OUT!               
Item 1.   Security and Issuer                                                   
This Amendment No. 2 to Schedule 13D on Acme-Cleveland      
Corporation (the "Issuer") is being filed on behalf of the                      
undersigned to amend the Schedule 13D, as amended (the "Schedule")              
which was originally filed on June 12, 1996.  Unless otherwise                  
indicated, all capitalized terms used herein but not defined herein             
shall have the same meaning set forth in Schedule 13D.                          

Item 2.   Identity and Background                                               
This statement is being filed by Mario J. Gabelli ("Mr.     
Gabelli") and various entities which he directly or indirectly                  
controls or for which he acts as chief investment officer.  These               
entities, except for Lynch Corporation ("Lynch"), Spinnaker                     
Industries, Incorporated ("Spinnaker"), Western New Mexico                      
Telephone Company ("Western New Mexico"), Entoleter, Inc.                       
("Entoleter"),  Lynch Telecommunications Corporation ("Lynch                    
Telecom"), Lynch Telephone Corporation ("Lynch Telephone") and                  
Inter-Community Telephone Company ("Inter-Community") (collective-              
ly, "Lynch and its affiliates"), engage in various aspects of the               
securities business, primarily as investment adviser to various                 
institutional and individual clients, including registered                      
investment companies and pension plans, as broker/dealer and as                 
general partner of various private investment partnerships.                     
Certain of these entities may also make investments for their own               
accounts.                                                                       
The foregoing persons in the aggregate often own benefi-    
cially more than 5% of a class of equity securities of a particular             
issuer.  Although several of the foregoing persons are treated as               
institutional investors for purposes of reporting their beneficial              
ownership on the short-form Schedule 13G, the holdings of those who             
do not qualify as institutional investors may exceed the 1%                     
threshold presented for filing on Schedule 13D or implementation of             
their investment philosophy may from time to time require action                
which could be viewed as not completely passive.  In order to avoid             
any question as to whether their beneficial ownership is being                  
reported on the proper form and in order to provide greater                     
investment flexibility and administrative uniformity, these persons             
have decided to file their beneficial ownership reports on the more             
detailed Schedule 13D form rather than on the short-form Schedule               
13G and thereby to provide more expansive disclosure than may be                
necessary.                                                                      
(a), (b) and (c) - This statement is being filed by one     
or more of the following persons: Gabelli Funds, Inc. ("GFI"),                  
GAMCO Investors, Inc. ("GAMCO"), Gabelli Securities, Inc. ("GSI"),              
Gabelli & Company, Inc. ("Gabelli & Company"), Gabelli Performance              
Partnership L.P. ("GPP"), GLI, Inc. ("GLI"), Gabelli Associates                 
Fund ("Gabelli Associates"), Gabelli Associates Limited ("GAL"),                
Gabelli & Company, Inc. Profit Sharing Plan (the "Plan"), Gabelli               
International Limited ("GIL"), Gabelli International II Limited                 
("GIL II"), Gabelli International Gold Fund Limited ("GIGFL"), ALCE             
Partners, L.P. ("ALCE"), Gabelli Multimedia Partners, L.P.                      
("Multimedia Partners"), Gabelli Asset Management Company Interna-              
tional Advisory Services Ltd. ("GIASL"), Mr. Gabelli, Lynch,                    
Spinnaker, Western New Mexico, Entoleter, Lynch Telecom, Lynch                  
Telephone and Inter-Community. Those of the foregoing persons                   
signing this Schedule 13D are hereafter referred to as the                      
"Reporting Persons".                                                            
GAMCO, a majority owned subsidiary of GFI, is an            
investment adviser registered under the Investment Advisers Act of              
1940, as amended ("Advisers Act").  GAMCO is an investment manager              
providing discretionary managed account services in the equity area             
for employee benefit plans, private investors, endowments and                   
foundations.                                                                    
Gabelli & Company, a wholly-owned subsidiary of GSI, is     
a broker-dealer registered under the Securities Exchange Act of                 
1934, as amended ("l934 Act"), which as a part of its business                  
regularly purchases and sells securities for its own account.                   
GLI, a wholly-owned subsidiary of GSI, is a general         
partner of G&R Partners, a Delaware partnership ("G&R"), which, in              
turn, is the general partner of Gabelli-Rosenthal & Partners, L.P.,             
a Delaware limited partnership ("G-R"), whose primary business                  
purpose is to do friendly leveraged buyouts.  At the present time,              
G-R's sole business purpose is to monitor its existing portfolio                
investments.                                                                    
Gabelli Associates is a New York limited partnership        
whose primary business purpose is risk arbitrage investments.  GSI              
and Mr. Gabelli are the general partners of Gabelli Associates.                 
GAL is a corporation whose primary business purpose is      
risk arbitrage investments.  Shares of GAL's Common Stock will be               
offered to persons who are neither citizens nor residents of the                
United States and may be offered to a limited number of U.S.                    
investors.  GSI is the investment manager of GAL.                               
GSI, a majority-owned subsidiary of GFI, is a Delaware      
corporation which as a part of its business regularly purchases and             
sells securities for its own account.  It is the immediate parent               
of Gabelli & Company.                                                           
GFI is the ultimate parent company for a variety of         
companies engaged in the securities business, each of which is                  
named above.  In addition, GFI is an investment adviser registered              
under the Advisers Act.  GFI is an investment adviser which                     
presently provides discretionary managed account services for The               
Gabelli Equity Trust Inc., The Gabelli Asset Fund, The Gabelli                  
Growth Fund, The Gabelli Convertible Securities Fund, Inc., The                 
Gabelli Value Fund Inc., The Gabelli Small Cap Growth Fund, The                 
Gabelli Equity Income Fund, The Gabelli ABC Fund, The Gabelli                   
Global Telecommunications Fund, Gabelli Gold Fund, Inc., The                    
Gabelli Global Multimedia Trust Inc., The Gabelli Global Convert-               
ible Securities Fund, Gabelli Capital Asset Fund, Gabelli Interna-              
tional Growth Fund, Inc. and The Gabelli Global Interactive Couch               
Potato Fund (collectively, the "Funds"), which are registered                   
investment companies.                                                           
The Plan, a qualified employee profit sharing plan,         
covers substantially all employees of GFI and its affiliates.                   
GPP, a Delaware limited partnership, is a limited           
partnership whose primary business purpose is investing in                      
securities.  Mr. Gabelli is the general partner and chief invest-               
ment officer of GPP.                                                            
GIL is a corporation whose primary business purpose is      
investing in a portfolio of equity securities and securities                    
convertible into, or exchangeable for, equity securities in order               
to achieve its investment objective of significant long-term growth             
of capital.  Shares of GIL's common stock are offered to persons                
who are neither citizens nor residents of the United States and may             
be offered to a limited number of U.S. investors.  The investments              
of GIL are managed by Mr. Gabelli who is also a director and                    
Chairman of the Board of Directors of GIL.                                      
GIL II is a corporation whose business purpose is           
investing primarily in a portfolio of equity securities and                     
securities convertible into, or exchangeable for, equity securities             
in order to achieve its investment objective of significant                     
long-term growth of capital.  Shares of GIL II's common stock are               
offered to persons who are neither citizens nor residents of the                
United States and may be offered to a limited number of U.S.                    
investors.  The investments of GIL II are managed by Mr. Gabelli                
who is also a director and Chairman of the Board of Directors of                
GIL II.                                                                         
ALCE is a Delaware investment limited partnership that seeks      
long-term capital appreciation primarily through investments in                 
public and private equity securities.  GSI is a general partner of              
ALCE.                                                                           
Multimedia Partners is a Delaware investment limited              
partnership whose objective is to provide long-term capital                     
appreciation by investing primarily in public and private multime-              
dia communications companies.  GSI is a general partner of                      
Multimedia Partners.                                                            
GIASL is a corporation whose primary business purpose is to       
provide advisory services to offshore funds.                                    
Lynch, an Indiana corporation, is a diversified public            
company traded on the American Stock Exchange.  Its subsidiaries                
are engaged in communications, services, and manufactured products.             
Spinnaker, a Delaware subsidiary of Lynch, is also a public company             
and its stock is traded through the NASDAQ System.  Spinnaker is a              
diversified manufacturing firm with major subsidiaries in specialty             
adhesive-backed materials business.  Another of Lynch's subsidiar-              
ies, Western New Mexico, provides telephone services in a service               
area in Southwestern New Mexico.  Inter-Community, which is also a              
subsidiary of Lynch, provides local telephone services in an area               
40 miles west of Fargo, North Dakota.   Lynch and Spinnaker                     
actively pursue new business ventures and acquisitions.  Lynch and              
its affiliates make investments in marketable securities to                     
preserve capital and maintain liquidity for financing their                     
business activities and acquisitions (not in the case of Western                
New Mexico) and are not engaged in the business of investing,                   
reinvesting, or trading in securities.  Mr. Gabelli is Chairman of              
Lynch and owns beneficially 23.52% of the shares of common stock of             
Lynch.                                                                          
Mr. Gabelli is the majority stockholder and Chairman of     
the Board of Directors and Chief Executive Officer of GFI and the               
Chief Investment Officer for each of the Reporting Persons.  GFI,               
in turn, is the majority stockholder of GAMCO.  GFI is also the                 
majority stockholder of GSI.  Gabelli & Company is a wholly-owned               
subsidiary of GSI.  GLI is a wholly-owned subsidiary of GSI.                    
The Reporting Persons do not admit that they constitute     
a group.                                                                        
GFI, GAMCO, Gabelli & Company and GLI are New York          
corporations and GSI is a Delaware corporation, each having its                 
principal business office at One Corporate Center, Rye, New York                
10580-1434. GPP is a Delaware limited partnership having its                    
principal business office at 8 Sound Shore Drive, Greenwich,                    
Connecticut 06830.  Gabelli Associates is a New York limited                    
partnership having its principal business office at One Corporate               
Center, Rye, New York 10580-1434. GAL and GIL are corporations                  
organized under the laws of the British Virgin Islands having their             
principal business office at c/o MeesPierson (Cayman) Limited,                  
British American Centre, Dr. Roy's Drive-Phase 3, George Town,                  
Grand Cayman, British West Indies.  GIL II is a corporation                     
organized under the laws of the British Virgin Islands having their             
principal business office at c/o Coutts & Company (Cayman) Limited,             
West Bay Road, Grand Cayman, British West Indies.  GIASL is a                   
Bermuda corporation with its principal business office at c/o                   
Appleby, Spurling & Kempe, Cedar House, 41 Cedar Avenue, Hamilton               
HM12, Bermuda.  Lynch is an Indiana corporation having its                      
principal business office at 8 Sound Shore Drive, Greenwich, CT                 
06830.  Spinnaker is a Delaware corporation having its principal                
business office at 251 Welton Street, Hamden, CT 06511.                         
For information required by instruction C to Schedule 13D   
with respect to the executive officers and directors of the                     
foregoing entities and other related persons (collectively,                     
"Covered Persons"), reference is made to Schedule I annexed hereto              
and incorporated herein by reference.                                           
(d) and (e) -  On December 8, 1994, the SEC instituted and            
simultaneously accepted offers for the settlement of an administra-             
tive proceeding against Gabelli & Company and GAMCO.  The order                 
instituting the proceeding included a finding, which Gabelli &                  
Company and GAMCO neither admitted nor denied, that they failed to              
implement and maintain policies and procedures reasonably designed              
to prevent the misuse of material, nonpublic information by not                 
sepecifically addressing the special circumstances that arose from              
their affiliation with Lynch Corporation, a public company.  To                 
resolve this matter, Gabelli & Company and GAMCO agreed to cease                
and desist from violating Section 15(f) of the 1934 Act and Section             
204A of the Advisers Act, respectively.  They further agreed to                 
each pay a civil penalty in the amount of $50,000, and to retain,               
and adopt the recommendations of, an independant consultant                     
regarding their Section 15(f) and Section 204A policies and                     
procedures.                                                                     
On December 13, 1991, the Virginia State Corporation        
Commission entered an order of settlement in final disposition of               
matters arising from an allegation that GAMCO had transacted                    
business in Virginia as an investment adviser without having been               
registered as such under Virginia Code Section 13.1-504A or an                  
exemption therefrom.  GAMCO consented to the entry of the order                 
without admitting or denying the allegation and without a hearing.              
The terms of the order provide that GAMCO would pay a fine and                  
costs totalling fifty-five thousand dollars and would not transact              
business in Virginia as an investment adviser unless it was                     
registered as such under section 13.1-504A or was exempt from                   
registration.                                                                   
(f) - Reference is made to Schedule I hereto.                         

Item 5.   Interest In Securities Of The Issuer                                  
(a) The Reporting Persons exchanged all of the Securities   
which thay beneficially owned for $30.00 per share in a tender                  
offer which expired on July 2, 1996.  As a result, the Reporting                
Persons ceased to be beneficial owners of shares of the Issuer on               
that date.                                                                      
(c) Information with respect to all transactions in the     
Securities which were effected during the past sixty days by each               
of the Reporting Persons and Covered Persons is set forth on                    
Schedule II annexed hereto and incorporated herein by reference.                
(e) See Item 5(a).                                          

SC 13D/A 3rd “Page” of 4 TOC 1st Previous Next ↓Bottom Just 3rd
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:    July 12, 1996                                                         
      MARIO J. GABELLI

                    By:_____________________________
        James E. McKee
          Attorney-in-Fact

         GABELLI FUNDS, INC.

                  By:_________________________
          James E. McKee
           General Counsel

           GAMCO INVESTORS, INC.

                  By:_________________________
               Douglas R. Jamieson
                    Executive Vice President
                       and Chief Operating Officer

                GABELLI ASSOCIATES LIMITED

                  By:_________________________
                    Gabelli Securities, Inc.
              Investment Manager
              by: James E, McKee
             Secretary

             GABELLI ASSOCIATES FUND

                   By:__________________________
                    Gabelli Securities, Inc.
           General Partner
              by: James E. McKee
             Secretary

                                        Schedule I

Information with Respect to Executive               
Officers and Directors of the Undersigned               

The following sets forth as to each of the executive        

officers and directors of the undersigned: his name; his business               

address; and his present principal occupation or employment and                 

the name, principal business and address of any corporation or                  

other organization in which such employment is conducted.  Unless               

otherwise specified, the principal employer of each such in                     

dividual is Gabelli Funds, Inc., Gabelli & Company, Inc., or                    

GAMCO Investors, Inc., the business address of each of which is                 

One Corporate Center, Rye, New York 10580, and each such                        

individual identified below is a citizen of the United States.                  

To the knowledge of the undersigned, during the last five years,                

no such person has been convicted in a criminal proceeding                      

(excluding traffic violations or similar misdemeanors), and no                  

such person was a party to a civil proceeding of a judicial or                  

administrative body of competent jurisdiction as a result of                    

which 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 law or finding               

any violation with respect to such laws except as reported in                   

Item 2(d) of this Schedule 13D.                                                 

SC 13D/A Last “Page” of 4 TOC 1st Previous Next ↓Bottom Just 4th
Gabelli Funds, Inc.                                                             

Directors:                                                                      

Mario J. Gabelli*                                                     

Richard B. Black              Chairman of Raster Image                
                  Processing Systems; Chairman
                 ECRM; Director of Archetype
                  and Oak Technology; Director
                of The Morgan Group, Inc.;
                  General Partner of KBA Part-
        ners, Parker Plaza
       400 Kelby Street,
        Fort Lee, NJ 07029

Charles C. Baum               Chairman, Director and Chief            
              Executive Officer of The
         Morgan Group, Inc.;
           Secretary & Treasurer
     United Holdings
         2545 Wilkens Avenue
          Baltimore, MD  21223

Dr. Eamon M. Kelly            President                               
       Tulane University
     218 Gibson Hall
             6823 St. Charles Avenue
            New Orleans, LA  70118

Marc J. Gabelli               Vice President                          

Officers:                                                                       

Mario J. Gabelli              Chairman, Chief Executive               
                  Officer and Chief Investment
Officer   

_____________________                                                           

*    Mr. Gabelli is the Chairman, Chief Executive Officer and         
Chief Investment Officer of Gabelli Funds, Inc.; Chief Investment               
Officer of GAMCO Investors, Inc.; Director/Trustee of all regis-                
tered investment companies advised by Gabelli Funds, Inc.; Chairman             
and Chief Executive Officer of Lynch Corporation; Director of                   
Spinnaker Industries, Inc.; Director of the Morgan Group, Inc.                  

Stephen G. Bondi              Vice President - Finance                

James E. McKee                Vice President, General                 
           Counsel and Secretary

GAMCO Investors, Inc.                                                           

Directors:                                                                      

Douglas R. Jamieson                                                   
Joseph R. Rindler, Jr.                                                
Regina M. Pitaro                                                      
F. William Scholz, II                                                 

Officers:                                                                       

Mario J. Gabelli              Chief Investment Officer                

Douglas R. Jamieson           Chief Operating Officer and             
              Executive Vice President

Stephen G. Bondi              Vice President                          

James E. McKee                Vice President, General                 
           Counsel and Secretary

Gabelli Securities, Inc.                                                        

Directors:                                                                      

Robert W. Blake               President of W.R. Blake                 
  & Sons, Inc.
               196-20 Northern Boulevard
         Flushing, NY  11358

Douglas DeVivo                General Partner of ALCE                 
    Partners, L.P.
                One First Street, Suite 16
          Los Altos, CA  94022

Ronald L. Gallatin            Consultant                              
              Gabelli Securities, Inc.
          One Corporate Center
    Rye, NY  10580

Joseph R. Rindler, Jr.        Managing Director                       
           GAMCO Investors, Inc.
          One Corporate Center
    Rye, NY  10580

Francine Sommer               Chief Executive Officer of              
                General Partner of Gabelli
               Multimedia Partners, L.P.
          One Corporate Center
    Rye, NY  10580

Officers:                                                                       

Stephen G. Bondi              Vice President                          

James E. McKee                Secretary                               

Gabelli & Company, Inc.                                                         

Directors:                                                                      

James G. Webster, III         Chairman                                

Stephen G. Bondi              See above                               

Officers:                                                                       

James G. Webster, III         Chairman                                

Stephen G. Bondi              Vice President                          

Walter K. Walsh               Compliance Officer                      

James E. McKee                Secretary                               

GLI, Inc.                                                                       
Directors:                                                                      

Mario J. Gabelli              See above-Gabelli Funds, Inc.           

Officers:                                                                       

Mario J. Gabelli              Chairman and Chief Investment           
Officer   

Stephen G. Bondi              Vice President                          

Gabelli Associates Limited                                                      

Directors:                                                                      

Mario J. Gabelli              See above-Gabelli Funds, Inc.           

MeesPierson  (Cayman)         British American Centre                 
Limited                       Dr. Roy's Drive- Phase 3                
              Georgetown, Grand Cayman
             Cayman Islands, British
WestIndies

MeesPierson  (Cayman)         British American Centre                 
Limited                       Dr. Roy's Drive- Phase 3                
              Georgetown, Grand Cayman
             Cayman Islands, British
WestIndies

Officers:                                                                       

Mario J. Gabelli              Chief Investment Officer                

Kevin Bromley                 Vice President, Treasurer and           
         Assistant Secretary

Sandra Wight                  Secretary and Assistant Treasurer       

Gabelli International Limited                                                   

Directors:                                                                      

Mario J. Gabelli              See above-Gabelli Funds, Inc.           

MeesPierson  (Cayman)         British American Centre                 
Limited                       Dr. Roy's Drive- Phase 3                
              Georgetown, Grand Cayman
                         Cayman Islands, British West Indies

Officers:                                                                       

Kevin Bromley                 Vice President, Treasurer, and          
         Assistant Secretary
                  MeesPierson (Cayman) Limited
             British American Centre
              Dr. Roy's Drive- Phase 3
              Georgetown, Grand Cayman
                         Cayman Islands, British West Indies

Sandra Wight                  Secretary and Assistant Treasurer       
         Assistant Secretary
                  MeesPierson (Cayman) Limited
             British American Centre
              Dr. Roy's Drive- Phase 3
              Georgetown, Grand Cayman
                         Cayman Islands, British West Indies

Gabelli Asset Management Company                                                
International Advisory Services Ltd.                                            

Directors:                                                                      

Marc J. Gabelli               See above-Gabelli Funds, Inc.           

Stephen G. Bondi              See Above-Gabelli Funds, Inc.           

Joseph R. Rindler, Jr.        See above-GAMCO Investors, Inc.         

Michael J. Burns              Appleby, Spurling & Kempe               
 Cedar House
     41 Cedar Avenue
    Hamilton, HM12
Bermuda   

Douglas Molyneux              Appleby, Spurling & Kempe               
 Cedar House
     41 Cedar Avenue
    Hamilton, HM12
Bermuda   

Lynch Corporation                                                               
8 Sound Shore Drive                                                             
Greenwich, CT  06830                                                            

Directors:                                                                      

Paul J. Evanson               President                               
               Florida Light & Power Co.
   P.O Box 14000
        700 Universe Blvd.
          Juno Beach, Fl 33408

Morris Berkowitz              Business Consultant                     
                163-43 Willets Point Blvd.
          Whitestone, NY 11357

Mario J. Gabelli              See above-Gabelli Funds, Inc.           

Paul Woolard                  Business Consultant                     
          116 East 68th Street
        New York, NY 10021

E. Val Cerutti                Business Consultant                     
         Cerutti Consultants
       227 McLain Street
             Mount Kisco, NY   10549

Ralph R. Papitto              Chairman of the Board                   
             AFC Cable Systems, Inc.
      50 Kennedy Plaza
Suite 1250
           Providence, RI  02903

Salvatore Muoio               Vice President                          
                Lazard Freres & Co. L.L.C.
           One Rockefeller Plaza
              New York, NY  10020-2327

Officers:                                                                       

Mario J. Gabelli              Chairman and Chief Executive            
Officer   

Joseph H. Epel                Treasurer                               

Robert E. Dolan               Chief Financial Officer                 

Carmine Ceraolo               Assistant Controller                    

Robert A. Hurwich             Vice President-Administration,          
                   Secretary and General Counsel

Spinnaker Industries, Inc.                                                      
600 N. Pearl Street                                                             
Suite 2160                                                                      
Dallas, TX  75201                                                               

Directors:                                                                      

Joseph P. Rhein               5003 Central Avenue                     
           Ocean City, NJ  08226

Richard J. Boyle              The Boyle Group, Inc.                   
            6110 Blue Circle Drive
Suite 250 
           Minnetonka, MN  55343

Ned N. Fleming, III           Boyle, Fleming,                         
        George & Co., Inc.
         600 N. Pearl Street
Suite 2160
       Dallas, TX  75201

Mario J. Gabelli              See above-Gabelli Funds, Inc.           

Robert E. Dolan               See above Lynch Corporation             

Anthonie C. van Ekris         Chairman and Chief                      
       Executive Officer
                Balmac International, Inc.
 61 Broadway
Suite 1900
         New York, NY  10006

Officers:                                                                       

James W. Toman                Controller                              

Ned N. Fleming, III           President                               

Richard J. Boyle              Chairman and                            
             Chief Executive Officer

Robert A. Hurwich             Secretary                               

Mark A. Matteson              Vice President, Corporate               
 Development

Entoleter, Inc.                                                                 
251 Welton Street                                                               
Hamden, CT  06517                                                               

Directors:                                                                      

Ned N. Fleming, III           See above-Spinnaker                     

Mark A. Matteson              See above-Spinnaker                     

James W. Toman                See above-Spinnaker                     

Robert P. Wentzel             See above Entoleter                     

James Fleming                 230 Saugatuck Avenue, Unit 8            
         Westport, CT  06880

Officers:                                                                       

James W. Toman                Chief Financial Officer                 
   and Secretary

Robert P. Wentzel             President                               

Anthony R. Massaro            Vice President-Manufacturing            

Western New Mexico Telephone Company                                            
314 Yankee Street                                                               
Silver City, NM  88062                                                          

Directors:                                                                      

Jack C. Keen                  Chairman                                

Jack W. Keen                  President                               

Dr. Brian E. Gordon           Vice President                          

Mary Beth Baxter              Secretary & Treasurer                   

Robert E. Dolan               See above-Lynch Corporation             

Robert A. Hurwich             See above-Lynch Corporation             

Carmine Ceraolo               See above-Lynch Corporation             

Officers:                                                                       

Jack C. Keen                  Chairman of the Board                   

Jack W. Keen                  President                               

Jack L. Bentley               Executive Vice President                

Dr. Brian E. Gordon           Vice President                          

Charles M. Baxter             Sr. Vice President-Operations           

Mary Beth Baxter              Secretary & Treasurer                   

Robert A. Hurwich             Assistant Treasurer                     

Inter-Community Telephone Company                                               
P.O. Box A                                                                      
Nome, ND  58062                                                                 

Directors:                                                                      

Mary J. Carroll               See above-Lynch Corporation             

Carmine P. Ceraolo            See above-Lynch Corporation             

Robert E. Dolan               See above-Lynch Corporation             

Joseph H. Epel                See above-Lynch Corporation             

Robert A. Hurwich             See above-Lynch Corporation             

Leone A. Nilsen               President                               

Roger J. Nilsen               P.O. Box 146                            
         Hannaford, ND 58448

Duane A. Plecity              Secretary                               

Harry B. Snyder               P.O. Box 131                            
        Buffalo, ND  58011

Robert Snyder                 200 Broadway South                      
        Buffalo, ND  58011

Officers:                                                                       

Leone A. Nilsen               President                               

Robert Snyder                 Vice President                          

Duane A. Plecity              Secretary                               

Harry B. Snyder               Treasurer                               

Joseph H. Epel                Assistant Treasurer                     

Robert A. Hurwich             Assistant Secretary                     

Lynch Telecommunications Corporation                                            
8 Sound Shore Drive                                                             
Greenwich, CT  06830                                                            

Directors:                                                                      

Richard A. Kiesling           2801 International Lane                 
Suite 207 
        Madison, WI  53740

Jack C. Keen                  See above-Western New Mexico            
       Telephone Company

Robert A. Snyder              See above-Inter-Community               
       Telephone Company

Officers:                                                                       

Robert A. Hurwich             Secretary                               

Mary Beth Baxter              Treasurer and                           
         Assistant Secretary

Robert E. Dolan               Controller                              

Lynch Telephone Corporation                                                     
8 Sound Shore Drive                                                             
Greenwich, CT  06830                                                            

Directors:                                                                      

Robert E. Dolan               Controller                              

Jack C. Keen                  Chairman                                

Officers:                                                                       

Jack C. Keen                  Chairman                                

Jack W. Keen                  President                               

Robert A. Hurwich             Secretary                               

Mary Beth Baxter              Treasurer and                           
         Assistant Secretary

Robert E. Dolan               Controller

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Dates Referenced Herein and Documents Incorporated by Reference

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Filed on:	7/12/96	3		SC 13D/A
	7/8/96	1
	7/2/96	2		SC 13D/A, SC 14D1/A
	6/12/96	2
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Gamco Investors, Inc. et al – ‘SC 13D/A’ on 7/12/96 re: Acme Cleveland Corp/OH

As of: Friday, 7/12/96 · Accession #: 807249-96-184 · File #: 5-43378

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Amendment to General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

SC 13D/A — Amendment to Schedule 13D

Dates Referenced Herein and Documents Incorporated by Reference

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents