Airlie Group LP et al, et al. – ‘SC 13D/A’ on 5/27/94 re: Terex Corp

As of:  Friday, 5/27/94   ·   Accession #:  897423-94-23   ·   File #:  5-39771

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Terex Corporation Sched. 13D Amend. No. 10             4     24K 
 2: EX-99.1     Joint Filing Agreement for Sched. 13D Amend. No.       2±     8K 
                          10                                                     

SC 13D/A   —   Terex Corporation Sched. 13D Amend. No. 10
Document Table of Contents

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

SCHEDULE 13D**      

Under the Securities Exchange Act of 1934     
(Amendment No. 10)*     

Terex Corporation       
(Name of Issuer)      

Common Stock, Par Value $.01 Per Share        
(Title of Class of Securities)      

880779103     
(CUSIP Number)      

W. Robert Cotham      
201 Main Street, Suite 2600,Fort Worth, Texas  76102      
(817)390-8400     
(Name, Address and Telephone Number of Person     
Authorized to Receive Notices and Communications)     

May 20, 1994      
(Date of Event which Requires Filing      
of this Statement)      

If the filing person has previously filed a statement on Schedule               
13G to report the acquisition which is the subject of this                      
Schedule 13D, and is filing this schedule because of Rule                       
13d-1(b)(3) or (4), check the following box [ ].                                

Check the following box if a fee is being paid with the statement               
[ ].                                                                            

*The remainder of this cover page shall be filled out for a                     
reporting person's initial filing on this form with respect to                  
the subject class of securities, and for any subsequent amendment               
containing information which would alter disclosures provided in                
a prior cover page.                                                             

The information required on the remainder of this cover page                    
shall not be deemed to be "filed" for the purpose of Section 18                 
of the Securities Exchange Act of 1934 ("Act") or otherwise                     
subject to the liabilities of that section of the Act but shall                 
be subject to all other provisions of the Act (however, see the                 
Notes).                                                                         

**As described in Item 4 hereof, the total number of shares                     
reported herein is a minimum of 1,375,500 and a maximum of                      
1,455,500, which constitutes approximately 13.6% and 14.3%,                     
respectively, of the total number of shares outstanding,                        
assuming, pursuant to Rule 13d-3(d)(1)(i) under the Act, that                   
there are 10,423,067 and 10,503,067 shares, respectively, of the                
Stock outstanding.  The number of outstanding shares of the Stock               
reported in the Issuer's most recent quarterly report on Form 10-               
Q is 10,303,067.                                                                

(Continued on following page(s))      

SC 13D/A
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Pursuant to Rule 13d-2(a) of Regulation 13D-G of the General            
Rules and Regulations under the Securities Exchange Act of 1934, as             
amended (the "Act"), the undersigned hereby amend their Schedule                
13D Statement dated January 17, 1989, as amended by Amendment No.               
1 dated April 26, 1991, Amendment No. 2 dated July 2, 1991,                     
Amendment No. 3 dated June 23, 1992, Amendment No. 4 dated October              
6, 1992, Amendment No. 5 dated November 23, 1992, Amendment No. 6               
dated December 21, 1992, Amendment No. 7 dated April 2, 1993,                   
Amendment No. 8 dated April 19, 1993, and Amendment No. 9 dated                 
December 22, 1993 (the "Schedule 13D"), relating to the Common                  
Stock, par value $.01 per share, of Terex Corporation.  Unless                  
otherwise indicated, all defined terms used herein shall have the               
same meanings respectively ascribed to them in the Schedule 13D.                

ITEM 1. SECURITY AND ISSUER.                                                    

No material change                                                      

ITEM 2. IDENTITY AND BACKGROUND.                                                

Paragraphs (a) - (c) of Item 2 are hereby amended by adding at          
the end thereof the following:                                                  

Effective as of May 20, 1994, DAS terminated his employment             
with TMT-FW.  As a result of the termination of such relationship,              
DAS and his spouse, KRS, shall no longer be Reporting Persons for               
purposes of this and all future filings on Schedule 13D.                        

(d) - (f)  No material change                                           

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.                      

No material change                                                      

ITEM 4. PURPOSE OF TRANSACTION.                                                 

No material change                                                      

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.                                   

No material change                                                      

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS                
WITH RESPECT TO SECURITIES OF THE ISSUER.                       

No material change                                                      

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.                                       

No material change                                                      

SC 13D/A
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After reasonable inquiry and to the best of our knowledge and           
belief, we certify that the information set forth in this statement             
is true, complete and correct.                                                  

Dated:  May 25, 1994                                                    

THE AIRLIE GROUP L.P.,  
      a Delaware limited partnership

By:  EBD L.P.,          
    a Delaware limited
      partnership, General
Partner       

    By:  TMT-FW, Inc.,
                a Texas corporation,
           General Partner

                By: /s/ W. R. Cotham
                 W. R. Cotham,
                  Vice President

EBD L.P.,               
      a Delaware limited partnership

By:  TMT-FW, Inc.,      
      a Texas corporation,
 General Partner

      By: /s/ W. R. Cotham
       W. R. Cotham,
        Vice President

/s/ W. R. Cotham        
W. R. Cotham,           

Vice President of:      
TMT-FW, INC.  
        THOMAS M. TAYLOR & CO.

Attorney-in-Fact for:   
         DORT A. CAMERON III (1)
      THOMAS M. TAYLOR (2)
        DOUGLAS K. BRATTON (3)
        GEOFFREY P. RAYNOR (4)
          AIRLIE ASSOCIATES II (5)

(1) A Power of Attorney authorizing W. R. Cotham, et al., to act                
on behalf of Dort A. Cameron III previously has been filed              
with the Securities and Exchange Commission.                            

(2) A Power of Attorney authorizing W. R. Cotham, et al., to act                
on behalf of Thomas M. Taylor previously has been filed with            
the Securities and Exchange Commission.                                 

(3) A Power of Attorney authorizing W. R. Cotham, et al., to act                
on behalf of Douglas K. Bratton previously has been filed with          
the Securities and Exchange Commission.                                 

(4) A Power of Attorney authorizing W. R. Cotham, et al., to act                
on behalf of Geoffrey P. Raynor previously has been filed with          
the Securities and Exchange Commission.                                 

(5) A Power of Attorney authorizing W. R. Cotham, et al., to act                
on behalf of Airlie Associates II previously has been filed             
with the Securities and Exchange Commission.                            

SC 13D/A
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EXHIBIT INDEX     

EXHIBIT                       DESCRIPTION                       

Exhibit 99.1             Agreement Pursuant to Rule             
                   13d-1(f)(l)(iii), filed herewith.

Exhibit B                Information with respect to            
          the partners of Trailer,
                 previously filed with Amendment
            No. 1 to the Schedule 13D.

Exhibit C                Loan Agreement dated as of             
                July 13, 1989, between TAG and
            KCS, previously filed with
                 Amendment No. 1 to the Schedule
13D.          

Exhibit D                Promissory Note from KCS to TAG,       
                 previously filed with Amendment
            No. 1 to the Schedule 13D.

Exhibit E                Pledge Agreement between KCS and       
            TAG, previously filed with
                 Amendment No. 1 to the Schedule
13D.          

Exhibit F                Agreement dated as of April 25,        
                1991, among TAG, Trailer, KCS,
            Holdings, Fruehauf and the
               Issuer, previously filed with
                 Amendment No. 1 to the Schedule
13D.          

Exhibit G                Power of Attorney of Trailer,          
                 previously filed with Amendment
            No. 2 to the Schedule 13D.

Exhibit H                Exchange Agreement by and among        
            Fruehauf, TAG and Trailer,
                 previously filed with Amendment
            No. 2 to the Schedule 13D.

Exhibit I                Exchange Agreement by and among        
            Fruehauf, the Issuer, TAG,
                   Trailer and KCS, previously filed
             with Amendment No. 2 to the
Schedule 13D. 

Exhibit J                Exchange Agreement by and among        
                   the Issuer, TAG, Trailer and KCS,
                 previously filed with Amendment
            No. 2 to the Schedule 13D.

Exhibit K                Registration Rights Agreement by       
                and among the Issuer, KCS, TAG
               and Trailer, previously filed
             with Amendment No. 2 to the
Schedule 13D. 

Exhibit L                Information with respect to the        
              partners of AAII, previously
                   filed with Amendment No. 3 to the
Schedule 13D. 

Exhibit M                Power of Attorney of David A.          
              Sachs, previously field with
                 Amendment No. 3 to the Schedule
13D.          

Exhibit N                Power of Attorney of Karen R.          
              Sachs, previously filed with
                 Amendment No. 3 to the Schedule
13D.          

Exhibit O                Power of Attorney of Douglas K.        
                Bratton, previously filed with
                 Amendment No. 3 to the Schedule
13D.          

Exhibit P                Power of Attorney of Airlie            
                 Associates II, previously filed
             with Amendment No. 5 to the
Schedule 13D. 

Exhibit Q                Press Release of the Issuer            
           issued on April 19, 1993,
                 previously filed with Amendment
            No. 8 to the Schedule 13D.

Exhibit 4.1              Letter Agreement dated December        
                  20, 1993, between the Issuer and
            TAG, previously filed with
                 Amendment No. 9 to the Schedule
13D.          

Exhibit 4.2              Certificate of Designation of          
                  Preferences and Rights of Series
         A Cumulative Redeemable
                Convertible Preferred Stock of
              the Issuer, previously filed
             with Amendment No. 9 to the
Schedule 13D. 

Exhibit 4.3              Preferred Stock Registration           
                 Rights Agreement dated December
                20, 1993, among the Issuer and
                the signatory parties thereto,
                 previously filed with Amendment
            No. 9 to the Schedule 13D.

Exhibit 4.4              Warrant Registration Rights            
              Agreement dated December 20,
                1993, among the Issuer and the
            signatory parties thereto,
                 previously filed with Amendment
            No. 9 to the Schedule 13D.

Exhibit 4.5              Warrant Agreement dated December       
                  20, 1993, between the Issuer and
                  Mellon Securities Trust Company,
              as Warrant Agent, previously
               filed with Amendment No. 9 to
   the Schedule 13D.

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
Filed on:		5/27/94							None on these Dates
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		12/22/93		2
		12/20/93		4
		4/19/93		2		4
		4/2/93		2
		12/21/92		2
		11/23/92		2
		10/6/92		2
		6/23/92		2
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