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PPM America Inc/IL, et al. – ‘SC 13D/A’ on 7/21/00 re: Elder Beerman Stores Corp

On: Friday, 7/21/00, at 5:26pm ET · Accession #: 950130-0-3997 · File #: 5-53669

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

 7/21/00  PPM America Inc/IL                SC 13D/A               2:54K  Elder Beerman Stores Corp         Donnelley R R & S… 02/FA
          PPM America CBO II Management Company
          PPM America Fund Management GP, Inc.
          PPM America Inc/IL
          PPM America Special Investments Cbo II, L.P.
          PPM America Special Investments Fund, L.P.
          PPM America, Inc.

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment No. 5 to Schedule 13D/A                     10     49K 
 2: EX-1        Agreement Dated as of July 19, 2000                   13     44K

SC 13D/A — Amendment No. 5 to Schedule 13D/A
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Contracts, Arrangements, Undertakings or Relationships with Respect to Identity and Background Material to be Filed as Exhibits
1	1st Page - Filing Submission
7	Item 2. Identity and Background
8	Item 6. Contracts, Arrangements, Undertakings or Relationships with Respect to
"	Item 7. Material to be Filed as Exhibits

SC 13D/A 1st Page of 10 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  

SCHEDULE 13D  
Under the Securities Exchange Act of 1934 
(Amendment No. 5)*  

THE ELDER-BEERMAN STORES CORP.  
________________________________________________________________________________
(Name of Issuer)  

Common Stock, no par value per share  
________________________________________________________________________________
(Title of Class of Securities)  

284470101 
_______________________________________________________________ 
(CUSIP Number)  

Stuart J. Lissner, Managing Director, PPM America, Inc. 
225 West Wacker Drive, Suite 1200, Chicago, IL 60606 (312) 634-2501 
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and 
Communications) 

July 19, 2000 
_______________________________________________________________ 
(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(c), 13d-1(f) or 13d-1(g), check the following    
box:  [_].                                                                      

Note:  Schedules filed in paper format shall include a signed original and five 
copies of the schedule, including all exhibits. See Rule 13d-7(b) 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 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).   

SC 13D/A 2nd Page of 10 TOC 1st Previous Next ↓Bottom Just 2nd
SCHEDULE 13D  
-----------------------                                                         
CUSIP NO. 284470101                                                             
-----------------------                                                         

--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS                                          
1    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)              

PPM America Special Investments Fund, L.P.  
36-4086949  

--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                   
2                                                              (a)            
                                                       (b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY                                                        
3                                                                             

--------------------------------------------------------------------------------
SOURCE OF FUNDS*                                                    
4                                                                             
                                  OO
--------------------------------------------------------------------------------
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, USA
--------------------------------------------------------------------------------
SOLE VOTING POWER           
7                                     
NUMBER OF                                              None           

      SHARES       -------------------------------------------------------------
SHARED VOTING POWER         
BENEFICIALLY      8                                                       
                                       1,231,244
OWNED BY                                                              
                   -------------------------------------------------------------
EACH               SOLE DISPOSITIVE POWER                         
9                                     
REPORTING                                               None            

      PERSON       -------------------------------------------------------------
SHARED DISPOSITIVE POWER    
WITH          10                                                  
                                       1,231,244
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON        
11                                                                              
                                                                     1,231,244

--------------------------------------------------------------------------------
  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12                                                                              
                                                                           [_]
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                  
13                                                                              
                                               8.25%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*                                           
14                                                                              
                                                                  IN
--------------------------------------------------------------------------------

SC 13D/A 3rd Page of 10 TOC 1st Previous Next ↓Bottom Just 3rd
SCHEDULE 13D  
-----------------------                                                         
CUSIP NO. 284470101                                                             
-----------------------                                                         

--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS                                          
1    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)              

PPM America Fund Management GP. Inc.  
36-4086845  

--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                   
2                                                              (a)            
                                                       (b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY                                                        
3                                                                             

--------------------------------------------------------------------------------
SOURCE OF FUNDS*                                                    
4                                                                             
                                  OO
--------------------------------------------------------------------------------
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, USA
--------------------------------------------------------------------------------
SOLE VOTING POWER           
7                                     
NUMBER OF                                              None           

      SHARES       -------------------------------------------------------------
SHARED VOTING POWER         
BENEFICIALLY      8                                                       
                                          1,231,244/1/
OWNED BY                                                              
                   -------------------------------------------------------------
EACH               SOLE DISPOSITIVE POWER                         
9                                     
REPORTING                                               None            

      PERSON       -------------------------------------------------------------
SHARED DISPOSITIVE POWER    
WITH          10                                                  
                                          1,231,244/1/
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON        
11                                                                              
                                                                  1,231,244/1/

--------------------------------------------------------------------------------
  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12                                                                              
                                                                           [_]
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                  
13                                                                              
                                               8.25%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*                                           
14                                                                              
                                                                  CO
--------------------------------------------------------------------------------

__________________________                                                      
/1/    All of the securities covered by this report are owned legally by PPM    
America Special Investments Fund, L.P. ("SIF I"), and none are owned directly or
indirectly by PPM America Fund Management GP, Inc. ("SIF I GP"). SIF I GP is the
general partner of SIF I. As permitted by Rule 13d-4, the filing of this        
statement shall not be construed as an admission that SIF I GP is the beneficial
owner of any of the securities covered by this statement.                       

SC 13D/A 4th Page of 10 TOC 1st Previous Next ↓Bottom Just 4th
SCHEDULE 13D  
-----------------------                                                         
CUSIP NO. 284470101                                                             
-----------------------                                                         

--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS                                          
1    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)              

PPM America Special Investments CBO II, L.P.  
98-0179401  

--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                   
2                                                              (a)            
                                                       (b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY                                                        
3                                                                             

------------------------------------------------------------------------------  
SOURCE OF FUNDS*                                                    
4                                                                             
                                  OO
------------------------------------------------------------------------------  
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, USA
------------------------------------------------------------------------------  
SOLE VOTING POWER           
7                                     
NUMBER OF                                              None           

    SHARES       -----------------------------------------------------------
SHARED VOTING POWER         
BENEFICIALLY      8                                                       
                                         735,624
OWNED BY                                                              
                 -----------------------------------------------------------
EACH               SOLE DISPOSITIVE POWER                         
9                                     
REPORTING                                               None            

    PERSON       -----------------------------------------------------------
SHARED DISPOSITIVE POWER    
WITH          10                                                  
                                         735,624
------------------------------------------------------------------------------  
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON        
11                                                                              
                                                                       735,624

------------------------------------------------------------------------------  
  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12                                                                              
                                                                           [_]
------------------------------------------------------------------------------  
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                  
13                                                                              
                                               4.93%
------------------------------------------------------------------------------  
TYPE OF REPORTING PERSON*                                           
14                                                                              
                                                                  PN
------------------------------------------------------------------------------  

SC 13D/A 5th Page of 10 TOC 1st Previous Next ↓Bottom Just 5th
SCHEDULE 13D  
-----------------------                                                         
CUSIP NO. 284470101                                                             
-----------------------                                                         

--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS                                          
1    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)              

PPM America CBO II Management Company 
98-0179391  

--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                   
2                                                              (a)            
                                                       (b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY                                                        
3                                                                             

--------------------------------------------------------------------------------
SOURCE OF FUNDS*                                                    
4                                                                             
                                  OO
--------------------------------------------------------------------------------
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, USA
--------------------------------------------------------------------------------
SOLE VOTING POWER           
7                                     
NUMBER OF                                              None           

      SHARES       -------------------------------------------------------------
SHARED VOTING POWER         
BENEFICIALLY      8                                                       
                                            735,624/2/
OWNED BY                                                              
                   -------------------------------------------------------------
EACH               SOLE DISPOSITIVE POWER                         
9                                     
REPORTING                                               None            

      PERSON       -------------------------------------------------------------
SHARED DISPOSITIVE POWER    
WITH          10                                                  
                                            735,624/2/
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON        
11                                                                              
                                                                    735,624/2/

--------------------------------------------------------------------------------
  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12                                                                              
                                                                           [_]
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                  
13                                                                              
                                               4.93%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*                                           
14                                                                              
                                                                  CO
--------------------------------------------------------------------------------

______________________                                                          
/2/    All of the securities covered by this report are owned legally by PPM    
America Special Investments CBO II, L.P. ("CBO II"), and none are owned directly
or indirectly by PPM America CBO II Management Company ("CBO II GP"). CBO II GP 
is the general partner of CBO II. As permitted by Rule 13d-4, the filing of this
statement shall not be construed as an admission that CBO II GP is the          
beneficial owner of any of the securities covered by this statement.            

SC 13D/A 6th Page of 10 TOC 1st Previous Next ↓Bottom Just 6th
SCHEDULE 13D  
-----------------------                                                         
CUSIP NO. 284470101                                                             
-----------------------                                                         

--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS                                          
1    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)              

PPM America Inc.  
36-3714794  

--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                   
2                                                              (a)            
                                                       (b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY                                                        
3                                                                             

--------------------------------------------------------------------------------
SOURCE OF FUNDS*                                                    
4                                                                             
                                  OO
--------------------------------------------------------------------------------
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, USA
--------------------------------------------------------------------------------
SOLE VOTING POWER           
7                                     
NUMBER OF                                              None           

      SHARES       -------------------------------------------------------------
SHARED VOTING POWER         
BENEFICIALLY      8                                                       
                                          1,966,868/3/
OWNED BY                                                              
                 -----------------------------------------------------------
EACH               SOLE DISPOSITIVE POWER                         
9                                     
REPORTING                                               None            

    PERSON       -----------------------------------------------------------
SHARED DISPOSITIVE POWER    
WITH          10                                                  
                                          1,966,868/3/
------------------------------------------------------------------------------  
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON        
11                                                                              
                                                                  1,966,868/3/

------------------------------------------------------------------------------  
  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12                                                                              
                                                                           [_]
------------------------------------------------------------------------------  
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                  
13                                                                              
                                              13.18%
------------------------------------------------------------------------------  
TYPE OF REPORTING PERSON*                                           
14                                                                              
                                                                  IA
------------------------------------------------------------------------------  

______________________                                                          

/3/     All of the securities covered by this report are owned legally by SIF I 
or CBO II, and none are owned directly or indirectly by PPM America, Inc. PPM   
America, Inc., is the investment manager/adviser of both SIF I GP and CBO II GP.
As permitted by Rule 13d-4, the filing of this statement shall not be construed 
as an admission that PPM America, Inc., is the beneficial owner of any of the   
securities covered by this statement.                                           

SC 13D/A 7th Page of 10 TOC 1st Previous Next ↓Bottom Just 7th
        This is Amendment No. 5 to a Statement on Schedule 13D with respect to
the common stock, without par value (the "Common Stock"), of The Elder-Beerman  
Stores Corp., an Ohio corporation (the "Company"), filed by a group comprised of
PPM America Special Investments Fund, L.P. ("SIF I"); PPM America Fund          
Management GP, Inc. ("SIF GP"); PPM America Special Investments CBO II, L.P.    
("CBO"); PPM America CBO II Management Company ("CBO GP"); and PPM America, Inc.
("PPM America" and, collectively with SIF I, SIF GP, CBO and CBO GP, the        
"Reporting Persons;" PPM America, SIF I and CBO II, collectively, the "PPM      
Group"). Capitalized terms used herein without definition shall have the        
meanings ascribed to them in the Schedule 13D, as amended.                      

Item 2.  Identity and Background                                                
-----------------------                                       

      On July 19, 2000, the members of the PPM Group, the Company, all but
one of its directors and Snyder Capital Management, Inc. (the Company's largest 
shareholder) ("Snyder"), entered into the Settlement Agreement to end the PPM   
Group's pending proxy contest with the Company. The following is a summary of   
the material terms of the Settlement Agreement. This summary is qualified in its
entirety by references to the Settlement Agreement attached hereto as Exhibit 1.

       The Company agreed, pursuant to the Settlement Agreement, to nominate
Mark F.C. Berner, Dennis S. Bookshester, Eugene I. Davis and Charles H. Turner  
(the "New Nominees") for election to the Board of Directors at the Company's    
2000 Annual Meeting. Messrs. Bookshester and Turner were recommended by Snyder. 
Messrs. Berner and Davis were recommended by the PPM Group. At a meeting thereof
held on July 21, 2000, the Company's Board of Directors approved the nomination 
of the New Nominees and recommended such New Nominees for approval by the       
shareholders at the Annual Meeting.                                             

   Pursuant to the Settlement Agreement, the Company further agreed,
subject to the requisite approval of the shareholders at the Annual Meeting, (i)
to amend Article X of the Company's Amended Articles of Incorporation (the      
"Articles") to reduce from 72% to a simple majority the shareholder approval    
required to amend or repeal any section of the Articles, (ii) to amend Article  
IX of the Articles to eliminate classification of the Board of Directors, (iii) 
to adopt a new Article XIV to the Articles pursuant to which the Company would  
opt out of Ohio state law provisions that restrict an Ohio corporation's ability
to engage in certain transactions with shareholders holding 10% or more of the  
corporation's voting power, (iv) to amend Regulation 34 of the Company's Amended
Code of Regulations (the "Regulations") to reduce from 72% to a simple majority 
the shareholder approval required to amend or repeal any regulation, (v) to     
amend Regulation 3(a) of the Regulations to permit special meetings of          
shareholders to be called by a shareholder or shareholders owning 10% rather    
than 50% of the outstanding Common Stock, (vi) to amend Regulation 7(c) of the  
Regulations to relax the advance notice provisions in connection with           
shareholder business to be brought before an annual meeting of the Company's    
shareholders, (vii) to amend Regulation 12 of the Regulations to relax the      
advance notice provisions in connection with shareholder nominations of         
candidates for election to the Company's Board of Directors, (viii) to amend    
Regulation 9 of the Regulations to reduce from 72% to a simply majority the     
shareholder approval required to alter the size of the Board of Directors, and  
(ix) to adopt a new Regulation 35 to the Regulations pursuant to which the      
Company would opt out of the provisions of the Ohio Control Share Acquisition   
Act.                                                                            

    At a meeting thereof held on July 21, 2000, the Company's Board of
Directors approved the amendments to the Company's Articles and Regulations and 
recommended such amendments for approval by the shareholders at the Annual      
Meeting.                                                                        

      Pursuant to the Settlement Agreement, each party thereto (other than
the Company) also agreed to cause all shares of Common Stock beneficially owned 
by such party to be voted at the Annual Meeting in favor of (i) the amendments  
to the Articles, (ii) the amendments to the Regulations and (iii) the election  
of the New Nominees to the Board of Directors, all as set forth therein.        
Furthermore, each party to the Settlement Agreement (other than the Company)    
agreed that, besides the proposed amendment to the Company's Equity and         
Performance Plan to increase by 500,000 the number of Common Shares available   
under such plan, it would not bring any business before the Annual Meeting      
except as expressly contemplated by the Settlement Agreement.                   

  The PPM Group agreed pursuant to the Settlement Agreement (i) to
immediately terminate all activities with respect to its solicitation of proxies
in connection with the Annual Meeting, (ii) to not solicit directly or          
indirectly any proxies or participate in any solicitation of any proxy with     
respect to matters to be presented at the Annual Meeting, other than            
solicitations in favor of the amendments and director nominations set forth in  
the Settlement Agreement, (iii) to not become a participant in any election     
contest relating to the Annual Meeting, (iv) to promptly file an amendment to   
the PPM Group's Schedule 13D to reflect the termination of the proxy contest and
the other provisions of the Settlement Agreement, and (v) to refrain from taking
any other actions inconsistent with the matters contemplated by the Settlement  
Agreement.                                                                      

      Each party to the Settlement Agreement (other than the Company) also
agreed pursuant to the terms of the Settlement Agreement that during the period 
commencing on the date of the Settlement Agreement and ending on the date that  
is 75 days prior to the first anniversary of the Annual Meeting, such party (a) 
shall cause all shares of capital stock of the Company that have the right to   
vote generally in the election of directors and that are beneficially owned by  
such party: (i) to be present, in person or by proxy, at the Annual Meeting so  
that all such shares may be counted for the purpose of determining if a quorum  
is present at the Annual Meeting,                                               

SC 13D/A 8th Page of 10 TOC 1st Previous Next ↓Bottom Just 8th
(ii) to be voted in favor of all of the proposed amendments to the Company's    
Articles and Regulations set forth in the Settlement Agreement and in favor of  
the election of the New Nominees to the Board of Directors at the Annual        
Meeting; (b) shall not directly or indirectly (except through the Company       
pursuant to due authorization) solicit any proxies or consents or in any way    
participate in any solicitation of any proxy with respect to shares of Common   
Stock in any election contest with respect to the Company's Board of Directors  
or become a participant in any election contest with respect to the Company's   
Board of Directors or request or induce or attempt to induce any other person to
take any such actions with respect to an election contest related to the        
Company's Board of Directors; (c) shall not (i) form, join or otherwise         
participate in any "group" (within the meaning of Section 13(d)(3) of the       
Exchange Act or Rule 13d-5 thereunder) or (ii) otherwise act in concert with any
other person for the purpose of holding or voting Common Stock in order to      
circumvent any of the provisions of the Settlement Agreement; (d) shall not     
call, request the call of, or seek to call, any special meeting of shareholders 
for the purpose of an election contest with respect to the Company's Board of   
Directors; (e) shall not enter into any discussions, negotiations, arrangements 
or understandings with any other person with respect to any of the foregoing    
matters; and (f) shall not make any public announcement critical of the         
composition of the Board of Directors. In addition, the parties to the Agreement
(other than the Company) agreed to refrain from calling a special meeting of    
shareholders during the 75 days leading up to the Company's 2001 annual meeting 
of shareholders (the "2001 Annual Meeting"). The Settlement Agreement provides  
that the parties thereto will seek to cause the 2001 Annual Meeting to be held  
between twelve and thirteen months from the date of the 2000 Annual Meeting.    

        The Board of Directors of the Company has agreed that the transactions
contemplated by the Settlement Agreement will not trigger the provisions of the 
Rights Agreement, dated as of December 30, 1997, as amended, by and between the 
Company and Norwest Bank Minnesota, N.A., as Rights Agent.                      

     The Settlement Agreement shall automatically terminate in the event
that the shareholders fail to elect each of the New Nominees to the Board of    
Directors at the Annual Meeting or in the event that the Company or any of the  
directors party to the Settlement Agreement fails to exercise good faith in     
fulfilling its obligations to actively seek shareholder approval of the         
amendments to the Articles and to the Regulations and election of the New       
Nominees. The Settlement Agreement may be amended or modified only by the       
written agreement of each party thereto.                                        

Item 6.  Contracts, Arrangements, Undertakings or Relationships with Respect to 
        ----------------------------------------------------------------------
Securities of the Issuer.                                     
------------------------                                      

See Item 4 above.                                             

Item 7.  Material to be Filed as Exhibits.                                      
--------------------------------                              

     1.    Agreement, dated as of July 19, 2000, by and among The Elder-
Beerman Stores Corp., PPM America, Inc., PPM America Special Investments Fund,  
L.P., PPM America Special Investments CBO II, L.P., Snyder Capital Management,  
Inc., and certain directors of the Company.                                     

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

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

Date:  July 20, 2000                                                            
PPM America, Inc.   

     By: /s/ Stuart J. Lissner
                  ------------------------------
            Name:  Stuart J. Lissner
            Title: Managing Director

                      PPM America Special Investments Fund, L.P.

                              By:   PPM America Fund Management GP, Inc.
                            its managing general partner

                         By: /s/ Stuart J. Lissner
                                      ------------------------------
                                   Name:   Stuart J. Lissner
                                   Title:  Managing Director

                PPM America Fund Management GP, Inc.

     By: /s/ Stuart J. Lissner
                  ------------------------------
            Name:  Stuart J. Lissner
            Title: Managing Director

SC 13D/A Last Page of 10 TOC 1st Previous Next ↓Bottom Just 10th
                        PPM America Special Investments CBO II, L.P.

                           By:  PPM America CBO II Management Company, its
     General Partner
                  By:  PPM MGP (BERMUDA), LTD.
                                  As Managing General Partner of the
                 General Partner

                         By: /s/ Stuart J. Lissner
                                       -------------------------------
                                   Name:   Stuart J. Lissner
                                Title:  Vice President

                 PPM America CBO II Management Company

                  By:  PPM MGP (BERMUDA), LTD.
                            its Managing General Partner

                          By:  /s/ Stuart J. Lissner
                                       -------------------------------
                                   Name:   Stuart J. Lissner
                                Title:  Vice President

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Dates Referenced Herein and Documents Incorporated by Reference

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

Filed on:	7/21/00	7		SC 13D/A
	7/20/00	9		DEFA14A
	7/19/00	1	8
	12/30/97	8
				List all Filings

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Filing Submission 0000950130-00-003997 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

PPM America Inc/IL, et al. – ‘SC 13D/A’ on 7/21/00 re: Elder Beerman Stores Corp

On: Friday, 7/21/00, at 5:26pm ET · Accession #: 950130-0-3997 · File #: 5-53669

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

SC 13D/A — Amendment No. 5 to Schedule 13D/ADocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

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

SC 13D/A — Amendment No. 5 to Schedule 13D/A
Document Table of Contents