United States Filter Corp – ‘SC 13G’ on 2/8/00 re: Reddy Ice Group Inc

On:  Tuesday, 2/8/00   ·   Accession #:  898431-0-17   ·   File #:  5-55271

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Statement of Beneficial Ownership   —   Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G      Statement of Beneficial Ownership                      6     18K 

Document Table of Contents

SC 13G
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

 Under the Securities Exchange Act of 1934

PACKAGED ICE, INC.
------------------
(Name of Issuer)

COMMON STOCK, PAR VALUE $.01 PER SHARE
--------------------------------------
(Title of Class of Securities)

 695148106
--------------
(CUSIP Number)

 DECEMBER 31, 1999
 -----------------
 (Date of Event Which Requires Filing of this Statement)

Check the  appropriate box to designate the rule pursuant to which this Schedule
is filed:                                                                       

/   / Rule 13d-1(b)                                                 
/   / Rule 13d-1(c)                                                 
/ X / Rule 13d-1(d)                                                 

*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 the section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).                                                                         

SC 13G
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SCHEDULE 13G
 CUSIP NO. 695148106

1.    Names of Reporting Persons.                                               
I.R.S. Identification Nos. of Above Persons (entities only).        

United States Filter Corporation                                    
------------------------------------------------------------        

2.    Check the Appropriate Box if a Member of a Group                          

(a)     |_|                                                         

(b)     |_|                                                         

3.    SEC Use Only                                                              
     -----------------------------------------------

4.    Citizenship or Place of Organization            Delaware                  
                                        ------------

Number of         5.    Sole Voting Power             1,815,249.59              
                                        ------------
Shares                                                                          
Beneficially      6.    Shared Voting Power                      0              
                                        ------------
Owned by                                                                        
Each Reporting    7.    Sole Dispositive Power        1,815,249.59              
                                        ------------
Person With:                                                                    
    8.    Shared Dispositive Power                 0
                                        ------------

9.    Aggregate Amount Beneficially Owned by Each Reporting Person              

1,815,249.59                                                        
------------------------------------------------------------        

10.   Check if the Aggregate Amount in Row (9) Excludes Certain Shares [   ]    

11.   Percent of Class Represented by Amount in Row (9)                 8.6%    
                                                               ---------

12.   Type of Reporting Person                                          CO      
                                                               ---------

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SCHEDULE 13G
 CUSIP NO. 695148106

Item 1.                                                                         

(a)   Name of Issuer                                                

PACKAGED ICE, INC.                                      
        ----------------------------------------------------------------

(b)   Address of Issuer's Principal Executive Offices               

8572 KATY FREEWAY, SUITE 101, HOUSTON, TX 77024         
        ----------------------------------------------------------------

Item 2.                                                                         

(a)   Name of Person Filing                                         

UNITED STATES FILTER CORPORATION                        
        ----------------------------------------------------------------

(b)   Address of Principal Business Office or, if none, Residence   

40-004 COOK STREET, PALM DESERT, CA 92211               
        ----------------------------------------------------------------

(c)   Citizenship                                                   

DELAWARE                                                
        ----------------------------------------------------------------

(d)   Title of Class of Securities                                  

COMMON STOCK, $.01 PAR VALUE PER SHARE                  
        ----------------------------------------------------------------

(e)   CUSIP Number                                                  

695148106                                               
        ----------------------------------------------------------------

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SCHEDULE 13G
 CUSIP NO. 695148106

Item 3.  If  this   statement  is  filed  pursuant  to   ss.ss.240.13d-1(b)   or
240.13d-2(b) or (c), check whether the person filing is a:    

(a)  / / Broker of 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 of 1940;                                

     (e)  / / An investment adviser  in  accordance  with ss.240.13d-1(b)(l)(ii)
(E);                                                

     (f)  / / An employee  benefit plan or  endowment  fund in  accordance  with
ss.240.13d-1(b)(1)(ii)(F);                          

     (g)  / / A parent  holding  company or control  person in  accordance  with
ss.240.13d-1(b)(1)(ii)(G);                          

     (h)  / / A savings  association  as defined in Section  3(b) of the Federal
Deposit Insurance Act;                              

     (i)  / / A  church  plan  that  is  excluded  from  the  definition  of  an
              investment  company   under  section  3(c)(14)  of the  Investment
Company Act of 1940;                                

(j)  / / Group, in accordance withss.240.13d-1((b)(l)(ii)(J)          

Item 4.  Ownership.                                                             

     Provide  the  following  information  regarding  the  aggregate  number and
percentage of the class of securities of the issuer identified in Item 1.       

     (a)  Amount   beneficially   owned:  The  reporting  person  is  deemed  to
          beneficially  own the  1,815,249.59  shares of common stock, par value
          $.01 per share  ("Common  Stock"),  underlying  presently  exercisable
          warrants held by USF Commercial & Consumer Group, Inc., a wholly owned
subsidiary of the reporting person.                         

     (b)  Percent of class: The 1,815,249.59 shares of Common Stock deemed to be
          beneficially  owned by the reporting person  constitute  approximately
          8.6% of the total number of shares of Common Stock  outstanding  as of
          November 2, 1999  (calculated  in accordance  with Rule  13d-3(d)(1)).
          According to the Issuer's Quarterly Report on Form 10-Q for the period
          ended September 30, 1999, as of November 2, 1999 a total of 19,286,209
shares of Common Stock were outstanding.                    

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SCHEDULE 13G
 CUSIP NO. 695148106

(c)  Number of shares as to which the reporting person has:           

      (i)    Sole  power to vote or to  direct  the  vote:  1,815,249.59
(ii)   Shared power to vote or to direct the vote: 0        
          (iii)  Sole  power  to  dispose  or  to  direct  the  disposition  of:
                 1,815,249.59 (iv) Shared power to  dispose  or  to  direct  the
disposition of: 0                             

Item 5.  Ownership of Five Percent or Less of a Class                           

     If this  statement  is being  filed to report  the fact that as of the date
hereof,  the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following: [ ]               

Item 6.  Ownership of More than Five Percent on Behalf of Another Person        

Not applicable.                                               

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                                                          

Not applicable.                                               

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SCHEDULE 13G
 CUSIP NO. 695148106

 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.                                                                        

                              United States Filter Corporation

                              By:    /s/ MICHAEL E. HULME, JR.
                                          ------------------------------
                                        Michael E. Hulme Jr.

                       Title:     Vice President
                                          ------------------------------

                       Dated: February 8  , 2000

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13G’ Filing		Date		First		Last			Other Filings
Filed on:		2/8/00							SC 13G
		12/31/99		1					10-K405
		11/2/99		4
		9/30/99		4					10-Q
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