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Dickstein Partners Inc – ‘SC 13D’ on 6/29/95 re: Moorco International Inc

As of: Thursday, 6/29/95 · Accession #: 922423-95-147 · File #: 5-43045

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

 6/29/95  Dickstein Partners Inc            SC 13D                 1:11K  Moorco International Inc          Kramer Levin Naf… LLP/FA

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      Moorco International 13D Filing                       10     27K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Schedule 13D
1	1st Page - Filing Submission
"	Schedule 13D

SC 13D 1st Page of 10 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION      
Washington, D.C.  20549     
Amendment No. 1 (Final Amendment)     

SCHEDULE 13D      

Under the Securities Exchange Act of 1934     

Moorco International, Inc.
(Name of Issuer)      

Common Stock, $.01 par value        
(Title of Class of Securities)      

61559L100     
(CUSIP Number)    

David P. Levin, Esq.      
Kramer, Levin, Naftalis, Nessen, Kamin & Frankel      
919 Third Avenue      
New York, New York  10022     
(212) 715-9100      
(Name, Address and Telephone Number of      
Person Authorized to Receive Notices      
and Communications)     

SC 13D 2nd Page of 10 TOC 1st Previous Next ↓Bottom Just 2nd
June 26, 1995       
(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 this                        
statement:  /__/                                                                

Page 1 of /9/ pages     
PAGE                                                                            

SC 13D 3rd Page of 10 TOC 1st Previous Next ↓Bottom Just 3rd
SCHEDULE 13D      
CUSIP No.  61559L100                       Page 2 of /9/ Pages                  
1)   NAME OF REPORTING PERSON                                                   
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                     

DICKSTEIN & CO., L.P.                   13-3321472                    

2)   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           

                   (a)  /__/

                         (b)  SEE ITEM 5

3)   SEC USE ONLY                                                               

4)   SOURCE OF FUNDS                                                            

WC                                                        

5)   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
PURSUANT TO ITEMS 2(d) OR 2(e)                                        
                      /__/

6)   CITIZENSHIP OR PLACE OF ORGANIZATION                                       

DELAWARE                                                  

7) SOLE VOTING POWER                    
Not Applicable                    
NUMBER                                                                
OF             8) SHARED VOTING POWER                                 
SHARES            0 (See Item 5)                                      
BENEFICIALLY                                                          
OWNED BY       9) SOLE DISPOSITIVE POWER                              
EACH              Not Applicable                                      
REPORTING                                                             
PERSON        10) SHARED DISPOSITIVE POWER                            
WITH              0 (See Item 5)                                      

11)  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
0 (See 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% (See Item 5)                                                       

14)  TYPE OF REPORTING PERSON                                                   
PN                                                          
PAGE                                                                            

SC 13D 4th Page of 10 TOC 1st Previous Next ↓Bottom Just 4th
SCHEDULE 13D      
CUSIP No.  61559L100                        Page 3 of /9/ Pages                 
1)   NAME OF REPORTING PERSON                                                   
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                     

DICKSTEIN INTERNATIONAL LIMITED                                       

2)   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           

                   (a)  /__/

                         (b)  SEE ITEM 5

3)   SEC USE ONLY                                                               

4)   SOURCE OF FUNDS                                                            

WC                                                        

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                    
Not Applicable                    
NUMBER                                                                
OF             8) SHARED VOTING POWER                                 
SHARES            0 (See Item 5)                                      
BENEFICIALLY                                                          
OWNED BY       9) SOLE DISPOSITIVE POWER                              
EACH              Not Applicable                                      
REPORTING                                                             
PERSON        10) SHARED DISPOSITIVE POWER                            
WITH              0 (See Item 5)                                      

11)  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
0 (See 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% (See Item 5)                                                       

14)  TYPE OF REPORTING PERSON                                                   
CO                                                          
PAGE                                                                            

SC 13D 5th Page of 10 TOC 1st Previous Next ↓Bottom Just 5th
SCHEDULE 13D      
CUSIP No.  61559L100                       Page 4 of /9/ Pages                  
1)   NAME OF REPORTING PERSON                                                   
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                     

DICKSTEIN PARTNERS, L.P.                 13-3544838                   

2)   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           

                   (a)  /__/

                         (b)  SEE ITEM 5

3)   SEC USE ONLY                                                               

4)   SOURCE OF FUNDS                                                            

AF                                                        

5)   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
PURSUANT TO ITEMS 2(d) OR 2(e)                                        
                      /__/

6)   CITIZENSHIP OR PLACE OF ORGANIZATION                                       

DELAWARE                                                  

7) SOLE VOTING POWER                    
Not Applicable                    
NUMBER                                                                
OF             8) SHARED VOTING POWER                                 
SHARES            0 (See Item 5)                                      
BENEFICIALLY                                                          
OWNED BY       9) SOLE DISPOSITIVE POWER                              
EACH              Not Applicable                                      
REPORTING                                                             
PERSON        10) SHARED DISPOSITIVE POWER                            
WITH              0 (See Item 5)                                      

11)  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
0 (See 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% (See Item 5)                                                       

14)  TYPE OF REPORTING PERSON                                                   
PN                                                          
PAGE                                                                            

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SCHEDULE 13D      
CUSIP No.  61559L100                       Page 5 of /9/ Pages                  
1)   NAME OF REPORTING PERSON                                                   
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                     

DICKSTEIN PARTNERS INC.                 13-3537972                    

2)   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           

                   (a)  /__/

                         (b)  SEE ITEM 5

3)   SEC USE ONLY                                                               

4)   SOURCE OF FUNDS                                                            

AF                                                        

5)   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                   
PURSUANT TO ITEMS 2(d) OR 2(e)                                        
                      /__/

6)   CITIZENSHIP OR PLACE OF ORGANIZATION                                       

DELAWARE                                                  

7) SOLE VOTING POWER                    
Not Applicable                    
NUMBER                                                                
OF             8) SHARED VOTING POWER                                 
SHARES            0 (See Item 5)                                      
BENEFICIALLY                                                          
OWNED BY       9) SOLE DISPOSITIVE POWER                              
EACH              Not Applicable                                      
REPORTING                                                             
PERSON        10) SHARED DISPOSITIVE POWER                            
WITH              0 (See Item 5)                                      

11)  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
0 (See 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% (See Item 5)                                                       

14)  TYPE OF REPORTING PERSON                                                   
CO                                                          
PAGE                                                                            

SC 13D 7th Page of 10 TOC 1st Previous Next ↓Bottom Just 7th
SCHEDULE 13D      
CUSIP No.  61559L100                       Page 6 of /9/ Pages                  
1)   NAME OF REPORTING PERSON                                                   
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                     

MARK DICKSTEIN                                                        

2)   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           

                   (a)  /__/

                         (b)  SEE ITEM 5

3)   SEC USE ONLY                                                               

4)   SOURCE OF FUNDS                                                            

AF                                                        

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                    
0 (See Item 5)                    
NUMBER                                                                
OF             8) SHARED VOTING POWER                                 
SHARES            Not Applicable                                      
BENEFICIALLY                                                          
OWNED BY       9) SOLE DISPOSITIVE POWER                              
EACH              0 (See Item 5)                                      
REPORTING                                                             
PERSON        10) SHARED DISPOSITIVE POWER                            
WITH              Not Applicable                                      

11)  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
0 (See 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% (See Item 5)                                                       

14)  TYPE OF REPORTING PERSON                                                   
IN                                                          
PAGE                                                                            

SC 13D 8th Page of 10 TOC 1st Previous Next ↓Bottom Just 8th
Amendment No. 1       
(Final Amendment)       
to        
Schedule 13D      

This Statement amends the Schedule 13D, dated June 5,       
1995, filed by Dickstein & Co., L.P. ("Dickstein & Co."),                       
Dickstein International Limited, ("Dickstein International"),                   
Dickstein Partners, L.P., Dickstein Partners Inc. and Mark                      
Dickstein (the "Schedule 13D") with respect to the Common Stock,                
$.01 par value (the "Common Stock"), of Moorco International                    
Inc., a Delaware corporation (the "Company").  Notwithstanding                  
this Amendment No. 1, the Schedule 13D speaks as of its date.                   

I.   Items 5(a), 5(c) and 5(e) of the Schedule 13D, "Interest in                
Securities of the Issuer," are amended by adding the                  
following to the end thereof:                                         

"(a)  On June 26, 1995, in connection with the tender       
offer (the "Tender Offer") by FMC Corporation for all of the                    
outstanding Common Stock at $28 per share, Dickstein & Co.                      
tendered 575,600 shares and Dickstein International tendered                    
239,700 shares, in each case constituting all of the shares of                  
Common Stock owned by such entity.  The Tender Offer expired on                 
June 26, 1995, and on June 27, 1995, FMC Corporation announced                  
that the tendered shares had been accepted for payment.  As a                   
result, the Reporting Persons no longer beneficially own any                    
shares of Common Stock.                                                         

(c)  Except as described in Item 5(a) above, as set         
forth on Schedule II hereto or as set forth in the Schedule 13D,                
none of the persons identified in Item 2 has effected any                       
transactions in the Common Stock during the past 60 days.                       

(e)  As a result of the sale of shares of Common Stock      
in the Tender Offer, the Reporting Persons ceased to be the                     
beneficial owner of more than 5% of the Common Stock on June 26,                
1995."                                                                          

7                     
PAGE                                                                            

SC 13D 9th Page of 10 TOC 1st Previous Next ↓Bottom Just 9th
SIGNATURE           

After reasonable inquiry and to the best knowledge and      
belief of the undersigned, the undersigned certifies that the                   
information set forth in this Statement is true, complete and                   
correct.                                                                        

Dated:  June 29, 1995                                                           

DICKSTEIN & CO., L.P.         

        By:  Alan Cooper, as Vice President of
      Dickstein Partners Inc., the general
          partner of Dickstein Partners, L.P., the
          general partner of Dickstein & Co., L.P.

/s/Alan Cooper                
Name:  Alan Cooper            

 DICKSTEIN INTERNATIONAL LIMITED

        By:  Alan Cooper, as Vice President of
       Dickstein Partners Inc., the agent of
 Dickstein International Limited

/s/Alan Cooper                
Name:  Alan Cooper            

DICKSTEIN PARTNERS, L.P.      

        By:  Alan Cooper, as Vice President of
      Dickstein Partners Inc., the general
     partner of Dickstein Partners, L.P.

/s/Alan Cooper                
Name:  Alan Cooper            

DICKSTEIN PARTNERS INC.     

       By:  Alan Cooper, as Vice President

/s/Alan Cooper              
Name:  Alan Cooper          

/s/Mark Dickstein           
Name:   Mark Dickstein      

8                       
PAGE                                                                            

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                                     Schedule II
TRANSACTIONS IN COMMON              
STOCK OF                
MOORCO INTERNATIONAL INC.             

Shares Sold by Dickstein & Co., L.P.                                            

Number of                                               
Shares      Price per                     Total     
Date           Sold         share       Commission     Proceeds                 

6/15/95      50,000        27.8750       3,071.46    1,390,678.54               

Shares Sold by Dickstein International Limited                                  

Number of                                               
Shares      Price per                     Total     
Date           Sold         share       Commission     Proceeds                 

6/15/95      22,000        27.8750       1,365.45      611,844.55               

The foregoing sales were effected in the open market.                           

9

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D’ Filing	Date	First	Last	Other Filings

Filed on:	6/29/95	9
	6/27/95	8		SC 14D1/A
	6/26/95	2	8	SC 13D/A
	6/5/95	8		SC 13D
				List all Filings

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Filing Submission 0000922423-95-000147 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Dickstein Partners Inc – ‘SC 13D’ on 6/29/95 re: Moorco International Inc

As of: Thursday, 6/29/95 · Accession #: 922423-95-147 · File #: 5-43045

Previous ‘SC 13D’: ‘SC 13D/A’ on 6/26/95 · Next: ‘SC 13D/A’ on 7/6/95 · Latest: ‘SC 13D/A’ on 12/2/99

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

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

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