SEC Info - Farallon Capital Management LLC/Adv, et al. - ‘SC 13D/A’ on 12/2/97 re: First Washington Realty Trust Inc

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Farallon Capital Management LLC/Adv, et al. – ‘SC 13D/A’ on 12/2/97 re: First Washington Realty Trust Inc

As of: Tuesday, 12/2/97 · Accession #: 1012168-97-54 · File #: 5-44285

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

12/02/97  Farallon Capital Mgmt LLC/Adv     SC 13D/A               1:41K  First Washington Realty Trust Inc
          Andrew B. Fremder
          David I. Cohen
          Enrique H. Boilini
          Farallon Capital Institutional Partners II, L.P.
          Farallon Capital Institutional Partners III, L.P.
          Farallon Capital Institutional Partners, L.P.
          Farallon Capital Management LLC/Adv
          Farallon Capital Partners, L.P.
          Farallon Partners, L.L.C.
          Fleur E. Fairman
          Jason M. Fish
          Joseph F. Downes
          Meridee A. Moore
          Stephen L. Millham
          Thomas F. Steyer
          Tinicum Partners, L.P.
          William F. Mellin

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to General Statement of Beneficial          31    107K 
                          Ownership

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) As reported on Schedule 13D is hereby amended and restated in its entirety as follows: Identity and Background Interest in Securities of the Issuer Purpose of the Transaction Schedule 13D
1	1st Page - Filing Submission
"	Schedule 13D
19	Item 2. Identity and Background
21	Item 4. Purpose of the Transaction
22	Item 5. Interest in Securities of the Issuer
"	Item 5. As reported on Schedule 13D is hereby amended and restated in its entirety as follows:

SC 13D/A 1st Page of 31 TOC ↑Top Previous Next ↓Bottom Just 1st
 
UNITED STATES                     
SECURITIES AND EXCHANGE COMMISSION                      
Washington, D.C.  20549                     

SCHEDULE 13D                      

Under the Securities Exchange Act of 1934                       
(Amendment No. 7)*                          

First Washington Realty Trust, Inc. (FRW)             
(Name of Issuer)                    

Common Stock, $0.01 par value                     
(Title of Class of Securities)                          

CUSIP No. 337489 50 4                       
(CUSIP Number)                        

Thomas F. Steyer                      
Farallon Capital Management, L.L.C.                     
One Maritime Plaza, Suite 1325                      
San Francisco, California  94111                      
(415) 421-2132                      

(Name, Address and Telephone Number of Person Authorized                        
to Receive Notices and Communications)                              

November 19, 1997                       
(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 .                                                                           

Note:  Six copies of this statement, including all                              
exhibits, should be filed with the Commission.  See Rule                        
13d-1(a) 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 ("Act")                       
or otherwise subject to the liabilities of that section                         
of that Act but shall be subject to all other provisions                        
of the Act (however, see the Notes).                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Farallon Capital Partners, L.P.                                       

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

(a)                                                                   
(b) /x/                                                               

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                                       

California                                                            

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

196,054                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

196,054                                                               

11   Aggregate Amount Beneficially Owned By Each Report-                        
ing Person                                                            

196,054                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

2.7%                                                                  

14   Type of Reporting Person*                                                  

PN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     
PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Farallon Capital Institutional Partners, L.P.                         

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

(a)                                                                   
(b) /x/                                                               

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                                       

California                                                            

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    With Sole Voting Power                                                     

-0-                                                                   

8    Shared Voting Power                                                        

179,060                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

179,060                                                               

11   Aggregate Amount Beneficially Owned By Each Report-                        
ing Person                                                            

179,060                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

2.5%                                                                  

14   Type of Reporting Person*                                                  

PN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Farallon Capital Institutional Partners II, L.P.                      

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

(a)                                                                   
(b) /x/                                                               

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                                       

California                                                            

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

185,803                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

185,803                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

185,803                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

2.5%                                                                  

14   Type of Reporting Person*                                                  

PN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Farallon Capital Institutional Partners III, L.P.                     

2    Check the Appropriate Box if a Member of a Group*                          
(a)                                                                   
(b) /x/                                                               

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                                       

Delaware                                                              

Number of Shares Beneficially Owned By Each Reporting                           
Person                                                                          

7    With Sole Voting Power                                                     

-0-                                                                   

8    Shared Voting Power                                                        

16,122                                                                

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

16,122                                                                

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

16,122                                                                

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

0.2%                                                                  

14   Type of Reporting Person*                                                  

PN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Tinicum Partners, L.P.                                                

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

(a)                                                                   
(b) /x/                                                               

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                                                              

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                                     

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

42,107                                                                

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

42,107                                                                

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

42,107                                                                

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

0.6%                                                                  

14   Type of Reporting Person*                                                  

PN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Farallon Capital Management, L.L.C.                                   

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

(a)                                                                   
(b)  /x/                                                              

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                                       

Delaware                                                              

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                                     

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

209,803                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

209,803                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

209,803                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

2.9%                                                                  

14   Type of Reporting Person*                                                  

IA,00                                                                 

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Farallon Partners, L.L.C.                                             

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

(a)                                                                   
(b)  /x/                                                              

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                                       

Delaware                                                              

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                                     

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

433,343                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

433,343                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

433,343                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

5.9%                                                                  

14   Type of Reporting Person*                                                  

00                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Enrique H. Boilini                                                    

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

(a)                                                                   
(b)  /x/                                                              

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                                       

Argentina                                                             

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

8.8%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

David I. Cohen                                                        

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

(a)                                                                   
(b)  /x/                                                              

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                                       

South Africa                                                          

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

8.8%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Joseph F. Downes                                                      

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

8.8%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Fleur E. Fairman                                                      

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

433,343                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

433,343                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

433,343                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

5.9%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Jason M. Fish                                                         

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

700                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

700                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,846                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13  Percent of Class Represented by Amount in Row (11)                          

8.8%                                                                    

14  Type of Reporting Person*                                                   

IN                                                                      

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Andrew B. Fremder                                                     

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

8.8%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

William F. Mellin                                                     

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

8.8%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Stephen L. Millham                                                    

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

8.8%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

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SCHEDULE 13D                        

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Meridee A. Moore                                                      

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13   Percent of Class Represented by Amount in Row (11)                         

8.8%                                                                  

14   Type of Reporting Person*                                                  

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

SC 13D/A 18th Page of 31 TOC 1st Previous Next ↓Bottom Just 18th
SCHEDULE 13D                      

CUSIP No. 337489 50 4                                                           

1    Name of Reporting Person                                                   
S.S. or I.R.S. Identification No. of Above Person                     

Thomas F. Steyer                                                      

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

(a)                                                                   
(b) /x/                                                               

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                                       

United States                                                         

Number of Shares Beneficially Owned By Each Reporting                           
Person With                                                           

7    Sole Voting Power                                                          

-0-                                                                   

8    Shared Voting Power                                                        

643,146                                                               

9    Sole Dispositive Power                                                     

-0-                                                                   

10   Shared Dispositive Power                                                   

643,146                                                               

11   Aggregate Amount Beneficially Owned By Each                                
Reporting Person                                                      

643,146                                                               

12   Check Box if the Aggregate Amount in Row (11)                              
Excludes Certain Shares*                                              

13  Percent of Class Represented by Amount in Row (11)                          

8.8%                                                                    

14  Type of Reporting Person*                                                   

IN                                                                    

*SEE INSTRUCTIONS BEFORE FILLING OUT!     

PAGE                                                                            

SC 13D/A 19th Page of 31 TOC 1st Previous Next ↓Bottom Just 19th
This Amendment No. 7 to Schedule 13D amends the                       
Schedule 13D initially filed on March 28, 1995                                  
(collectively, with all amendments thereto, the "Schedule                       
13D").                                                                          

Item 2.  Identity and Background.                                               

Item 2 of the Schedule 13D is amended                                 
and restated in its entirety as follows:                                        

(a)    This statement is filed by:  (i) Farallon                      
Capital Partners, L.P., a California limited partnership                        
("FCP"), with respect to the Shares held by it; (ii)                            
Farallon Capital Institutional Partners, L.P., a Califor-                       
nia limited partnership ("FCIP"), with respect to the                           
Shares held by it; (iii) Farallon Capital Institutional                         
Partners II, L.P., a California limited partnership                             
("FCIP II"), with respect to the Shares held by it; (iv)                        
Farallon Capital Institutional Partners III, L.P., a                            
Delaware limited partnership ("FCIP III"), with                                 
respect to the Shares held by it; (v) Tinicum                                   
Partners, L.P., a New York limited                                              
partnership ("Tinicum", collectively with FCP,                                  
FCIP, FCIP II and FCIP III, the "Partnerships"),                                
with respect to the Shares held by it;                                          
(vi) Farallon Capital Management, L.L.C., a Delaware                            
limited liability company ("FCMLLC"), with respect to the                       
Shares held by certain accounts managed by FCMLLC                               
(together the "Managed Accounts"<1>); (vii) Farallon                            
Partners, L.L.C., a Delaware limited liability company                          
("FPLLC"), with respect to the Shares held by each of                           
the Partnerships; (viii) each of Enrique H. Boilini                             
("Boilini"), David I. Cohen ("Cohen"),                                          
Joseph F. Downes ("Downes"), Jason M. Fish ("Fish"),                            
Andrew B. Fremder ("Fremder"), William F. Mellin                                
("Mellin"), Stephen L. Millham ("Millham"),                                     
Meridee A. Moore ("Moore") and Thomas F.                                        
Steyer ("Steyer"), with respect to the Shares                                   
held by each of the Partnerships and the                                        
Managed Accounts; and (ix) Fleur E. Fairman                                     
("Fairman") with respect to the Shares held by each of                          
the Partnerships (FCP, FCIP, FCIP II, FCIP III, Tinicum,                        
FCMLLC, FPLLC, Boilini, Cohen, Downes, Fairman,                                 

<1>Of the Shares reported by FCMLLC on behalf                                   
of the Managed Accounts, 24,000 shares                                          
(equal to 0.3% of the total Shares currently                                    
outstanding) are held by The Absolute Return Fund                               
of The Common Fund, a non-profit corporation whose                              
principal address is 450 Post Road East, Westport,                              
Connecticut, 06881.                                                             
PAGE                                                                            

SC 13D/A 20th Page of 31 TOC 1st Previous Next ↓Bottom Just 20th
Fish, Fremder, Mellin, Millham,                                                 
Moore and Steyer shall collectively be referred to                              
hereafter as the "Reporting Persons").                                          

The name, address, principal business, state of                       
organization, executive officers, directors and                                 
controlling persons of FCMLLC and FPLLC are                                     
set forth on Annex 1 hereto.  The Shares                                        
reported hereby for the Partnerships                                            
and FCMLLC on behalf of the Managed Accounts                                    
are owned directly by such entities.  Each of                                   
Boilini, Cohen, Downes, Fremder, Mellin,                                        
Millham, Moore and Steyer may be deemed, as                                     
managing members of FPLLC and FCMLLC,                                           
to be the beneficial owners of all such Shares.  Each                           
of FPLLC and Fairman, as a managing member of FPLLC,                            
may be deemed the beneficial owners of all such Shares                          
owned by the Partnerships and FCMLLC                                            
may be deemed to be the beneficial owner of all                                 
such Shares owned by the Managed Accounts. Fish, as a                           
managing member of FPLLC and FCMLLC, may be                                     
deemed to be the beneficial owner of all such Shares and                        
may be deemed to be the beneficial owner o the Shares                           
held for the accounts of his minor children.                                    
Each of FCMLLC, FPLLC, Boilini, Cohen, Downes,                                  
Fish, Fremder, Mellin, Millham, Moore and Steyer hereby                         
disclaim any beneficial ownership of any such Shares.                           

(b)    The address of the principal business and                    
principal office of  the Partnerships, FCMLLC and                               
FPLLC is One Maritime Plaza, Suite 1325, San Francisco,                         
California  94111.                                                              

(c)    The principal business of each of the                          
Partnerships is that of a private investment                                    
fund engaging in the purchase and sale of investments for                       
its own account.  The principal business of FPLLC is to                         
act as the general partner (the "General  Partner") of                          
the Partnerships.  The principal business of FCMLLC                             
is that of a registered investment adviser.                                     

(d)    None of the Partnerships, FCMLLC, FPLLC                      
or any of the persons listed on Annex 1 hereto                                  
has, during the last five years, been convicted in a                            
criminal proceeding (excluding traffic violations or                            
similar misdemeanors).                                                          
PAGE                                                                            

SC 13D/A 21st Page of 31 TOC 1st Previous Next ↓Bottom Just 21st
(e)    None of the Partnerships, FCMLLC, FPLLC                        
or any of the persons listed on Annex 1 hereto                                  
has, during the last five years, been party to a civil                          
proceeding of a judicial or administrative body of                              
competent jurisdiction and, as a result of such proceeding,                     
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 laws or finding any violation with respect to                        
such laws.                                                                      

Item 4.  Purpose of the Transaction.                                            

Item 4 of the Schedule 13D is amended and                             
restated in its entirety  as follows:                                           

The purpose of the acquisition of the Shares                          
is for investment, and the acquisitions of the Shares by                        
each of the Partnerships and the Managed Accounts                               
were made in the ordinary course of business and                                
were not made for the purpose of acquiring control                              
of the Company.                                                                 

Although no Reporting Person has any specific                         
plan or proposal to acquire or dispose of Shares, consistent                    
with its investment purpose, each Reporting Person                            
at any time and from time to time may acquire additional                        
Shares or dispose of any or all of its Shares depending                         
upon an ongoing evaluation of the investment in the                             
Shares, prevailing market conditions, other investment                          
opportunities, liquidity requirements of the Reporting                          
Person and/or other investment considerations. No                               
Reporting Person has made a determination regarding                           
a maximum or minimum number of Shares which it                                  
may hold at any point in time.                                                  

Also, in order to maximize and protect the                            
value of their investment in the Company, the                                   
Reporting Persons have and may engage in communications                         
with one or more shareholders of the Company,                                   
one or more officers of the Company, one or more members                        
of the board of directors of the Company and/or potential                       
investors in the Company regarding the                                          
Company, including but not limited to its operations.                           

Except to the extent the foregoing may be deemed                      
a plan or proposal, none of the Reporting Persons has                           
any plans or proposals which relate to, or could result                         
in, any of the matters referred to                                              
PAGE                                                                            

SC 13D/A 22nd Page of 31 TOC 1st Previous Next ↓Bottom Just 22nd
in paragraphs (a) through (j), inclusive, of                                    
the instructions to Item 4 of Schedule 13D.                                     
The Reporting Persons may, at any                                               
time and from time to time, review or reconsider their                          
position and/or change their purpose and/or formulate                           
plans or proposals with respect thereto.                                        

Item 5.  Interest in Securities of the Issuer.                                  

Item 5 as reported on Schedule 13D is hereby amended                  
and restated in its entirety as follows:                                        

A.   Farallon Capital Partners, L.P.                                  

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for FCP is                               
incorporated herein by reference.  The percentage amount                        
set forth in Row 13 of such cover page and of each other                        
cover page filed herewith is calculated based upon the                          
7,289,653 Shares reported by the Company to be                                  
outstanding as of November 13, 1997 in its Form 10Q for the                     
period ended September 30, 1997.                                                

(c)   There have been no transactions in the Shares                   
since the filing of the prior Schedule 13D.                                     

(d)  FPLLC as General Partner has the power to direct                   
the affairs of FCP, including the disposition of the                            
proceeds the sale of the Shares.  Steyer is the senior                          
managing member of FPLLC, and Boilini, Cohen, Downes,                           
Fairman, Fish, Fremder, Mellin, Millham and Moore are                           
managing members of FPLLC.                                                      

(e)  Not applicable.                                                  

B.   Farallon Capital Institutional Partners, L.P.                    

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for FCIP is                              
incorporated herein by reference.                                               

(c) There have been no transactions in the Shares                     
since the filing of the prior Schedule 13D.                                     

(d)  FPLLC as General Partner has the power to                        
direct the affairs of FCIP, including the disposition of                        
the proceeds of the sale of the Shares.  Steyer is the                          
senior managing member of FPLLC, and Boilini, Cohen,                            
Downes, Fairman, Fish, Fremder, Mellin, Millham and Moore                       
are managing members of FPLLC.                                                  

(e)  Not applicable.                                                  

C.   Farallon Capital Institutional Partners II,                      
L.P.                                                        
PAGE                                                                            

SC 13D/A 23rd Page of 31 TOC 1st Previous Next ↓Bottom Just 23rd
(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for FCIP II is                           
incorporated herein by reference.                                               

(c) There have been no transactions in the Shares                     
since the filing of the prior Schedule 13D.                                     

(d)  FPLLC as General Partner has the power to                        
direct the affairs of FCIP II, including the disposition                        
of the proceeds of the sale of the Shares.  Steyer is the                       
senior managing member of FPLLC, and Boilini, Cohen,                            
Downes, Fairman, Fish, Fremder, Mellin, Millham and Moore                       
are managing members of FPLLC.                                                  

(e)  Not applicable.                                                  

D.   Farallon Capital Institutional Partners III,                     
L.P.                                                                            

(a)(b)  The information set forth in Rows 7, 8, 9,                    
10, 11 and 13 of the cover page hereto for FCIP III is                          
incorporated herein by reference.                                               

(c)  There have been no transactions in the Shares                      
since the filing of the prior Schedule 13D.                                     

(d)  FPLLC as General Partner has the power to                        
direct the affairs of FCIP III, including the disposition                       
of the proceeds of the sale of the Shares.  Steyer is                           
the senior managing member of FPLLC and Boilini, Cohen,                         
Downes, Fairman, Fish, Fremder, Mellin, Millham and Moore                       
are managing members of FPLLC.                                                  

(e)  Not applicable.                                                  

E.   Tinicum Partners, L.P.                                           

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Tinicum is                           
incorporated herein by reference.                                               

(c)  There have been no transactions in the Shares                    
since the filing of the prior Schedule 13D.                                     

(d)  FPLLC as General Partner has the power to                        
direct the affairs of Tinicum, including the disposition                        
of the proceeds of the sale of the Shares.  Steyer is the                       
senior managing member of FPLLC, and Boilini, Cohen,                            
Downes, Fairman, Fish, Fremder, Mellin, Millham and Moore                       
are managing members of FPLLC.                                                  

(e)  Not applicable.                                                  

F.   Farallon Capital Management, L.L.C.                              
PAGE                                                                            

SC 13D/A 24th Page of 31 TOC 1st Previous Next ↓Bottom Just 24th
(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for FCMLLC is                            
incorporated herein by reference.                                               

(c)  There have been no transactions in the Shares                    
since the filing of the prior Schedule 13D.                                     

(d)  FCMLLC, as an investment adviser, has the power                  
to direct the disposition of the proceeds of the sale                           
of the Shares held by the Managed Accounts.  Steyer is                          
the senior managing member of FCMLLC, and Boilini, Cohen,                       
Downes, Fairman, Fish, Fremder, Mellin, Millham and Moore                       
are managing members of FCMLLC.                                                 

(e)  Not applicable.                                                  

G.   Farallon Partners, L.L.C.                                        

(a), (b)  The information set forth in rows 7, 8, 9,                  
10, 11, and 13 of the cover page hereto for FPLLC is                            
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including                               
the disposition of the proceeds of the sale of the                              
Shares.  Steyer is the senior managing member of FPLLC,                         
and Boilini, Cohen, Downes, Fairman, Fish, Fremder,                             
Mellin,  Millham and Moore are managing members of FPLLC.                       

(e)  Not applicable.                                                  

H.   Enrique H. Boilini                                               

(a), (b)  The information set forth in Rows 7, 8,                     
9, 10, 11 and 13 of the cover page hereto for Boilini is                        
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Boilini is a managing                            
member of FCMLLC and FPLLC.                                                     

(e)  Not applicable.                                                  

I.   David I. Cohen                                                   
PAGE                                                                            

SC 13D/A 25th Page of 31 TOC 1st Previous Next ↓Bottom Just 25th
(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Cohen is                             
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the                                  
Shares.  FCMLLC, as an investment adviser, has the power                        
to direct the disposition of the proceeds from the sale                         
of Shares held by the Managed Accounts.  Cohen is a                             
managing member of FCMLLC and FPLLC.                                            

(e)  Not applicable.                                                  

J.   Joseph F. Downes                                                 

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Downes is                            
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Downes is a managing                             
member of FCMLLC and FPLLC.                                                     

(e)  Not applicable.                                                  

K.   Fleur E. Fairman                                                 

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Fairman is                           
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
Fairman is a managing member of FPLLC.                                          

(e)  Not applicable.                                                  

L.   Jason M. Fish                                                    

(a), (b)  The information set forth in Rows 7, 8, 9,                    
10, 11 and 13 of the cover page hereto for Fish is                              
incorporated herein by reference.                                               

(c)  None.                                                            
PAGE                                                                            

SC 13D/A 26th Page of 31 TOC 1st Previous Next ↓Bottom Just 26th
(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Fish is a managing                               
member of FCMLLC and FPLLC.                                                     

(e)  Not applicable.                                                  

M.   Andrew B. Fremder                                                

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Fremder is                           
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Fremder is a managing                            
member of FCMLLC and FPLLC.                                                     

(e)  Not applicable.                                                  

N.   William F. Mellin                                                

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Mellin is                            
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Mellin is a managing                             
member of FCMLLC and FPLLC.                                                     

(e)  Not applicable.                                                  

O.   Stephen L. Millham                                               

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Millham is                           
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
PAGE                                                                            

SC 13D/A 27th Page of 31 TOC 1st Previous Next ↓Bottom Just 27th
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Millham is a managing                            
member of FCMLLC and FPLLC.                                                     

(e)  Not applicable.                                                  

P.   Meridee A. Moore                                                 

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Moore is                             
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Moore is a managing member                       
of FCMLLC and FPLLC.                                                            

(e)  Not applicable.                                                  

Q.   Thomas F. Steyer                                                 

(a), (b)  The information set forth in Rows 7, 8, 9,                  
10, 11 and 13 of the cover page hereto for Steyer is                            
incorporated herein by reference.                                               

(c)  None.                                                            

(d)  FPLLC as General Partner has the power to                        
direct the affairs of the Partnerships, including the                           
disposition of the proceeds of the sale of the Shares.                          
FCMLLC, as an investment adviser, has the power to direct                       
the disposition of the proceeds from the sale of Shares                         
held by the Managed Accounts.  Steyer is the senior                             
managing member of FCMLLC and FPLLC.                                            

(e)  Not applicable.                                                  

The Shares                                                                      
reported hereby for the Partnerships                                            
and FCMLLC on behalf of the Managed Accounts                                    
are owned directly by such entities.  Each of                                   
Boilini, Cohen, Downes, Fremder, Mellin,                                        
Millham, Moore and Steyer may be deemed, as                                     
managing members of FPLLC and FCMLLC,                                           
to be the beneficial owners of all such Shares.  Each                           
of FPLLC and Fairman, as a managing member of FPLLC,                            
may be deemed the beneficial owners of all such Shares                          
owned by the Partnerships and FCMLLC                                            
may be deemed to be the beneficial owner of all                                 
such Shares owned by the Managed Accounts. Fish, as a                           
managing member of FPLLC and FCMLLC, may be                                     
deemed to be the beneficial owner of all such Shares and                        
may be deemed to be the beneficial owner of the Shares                          
held for the accounts of his minor children.                                    
Each of FCMLLC, FPLLC, Boilini, Cohen, Downes,                                  
Fish, Fremder, Mellin, Millham, Moore and Steyer hereby                         
disclaim any beneficial ownership of any such Shares.                           

PAGE                                                                            

SC 13D/A 28th Page of 31 TOC 1st Previous Next ↓Bottom Just 28th
SIGNATURES                            

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

Dated: December 2, 1997                                                         

/S/ THOMAS F. STEYER                    
____________________________________    
FARALLON PARTNERS, L.L.C., on its       
own behalf and as General Partner of    
FARALLON CAPITAL PARTNERS, L.P.,        
FARALLON CAPITAL INSTITUTIONAL          
PARTNERS, L.P., FARALLON CAPITAL        
INSTITUTIONAL PARTNERS II, L.P.,        
FARALLON CAPITAL INSTITUTIONAL          
PARTNERS III, L.P., and                 
TINICUM PARTNERS, L.P.                  
By Thomas F. Steyer,                    
Senior Managing Member                  

/S/ THOMAS F. STEYER                    
____________________________________    
FARALLON CAPITAL MANAGEMENT, L.L.C.     
By Thomas F. Steyer,                    
Senior Managing Member                  

/S/ THOMAS F. STEYER                    
____________________________________    
Thomas F. Steyer, individually and as   
attorney-in-fact for each of Enrique    
H. Boilini, David I. Cohen, Joseph F.   
Downes, Fleur E. Fairman, Jason M.      
Fish, Andrew B. Fremder, William F.     
Mellin, Stephen L. Millham and          
Meridee A. Moore                        

The Powers of Attorney each executed by  Boilini, Cohen,              
Downes, Fairman, Fish, Fremder, Mellin, Millham and Moore                       
authorizing Steyer to sign and file this Schedule 13D on each                   
person's behalf was filed with Amendment No. 1 to the Schedule                  
13D filed with the SEC on September 26, 1997 by such Reporting                  
Persons with respect to the Common Stock of Sphere Drake Holdings               
Limited are hereby incorporated by reference.                                   
PAGE                                                                            

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                       ANNEX 1

Set forth below with respect to FCMLLC and FPLLC is                   
the following: (a) name; (b) address; (c) principal                             
business; (d) state of organization; and (e) controlling                        
persons.  Set forth below with respect to each managing                         
member of FCMLLC and FPLLC is the following:  (a) name;                         
(b) business address; (c) principal occupation; and                             
(d) citizenship.                                                                

1.    (a)    Farallon Capital Management, L.L.C.                                
(b)    One Maritime Plaza, Suite 1325                               
San Francisco, CA  94111                              
(c)    Serves as investment adviser to various                      
managed accounts.                                                               
(d)    Delaware limited liability company                           
(e)    Managing Members: Thomas F. Steyer, Senior                   
Managing Member; Enrique H. Boilini, David I. Cohen,                            
Joseph F. Downes, Jason M. Fish, Andrew B. Fremder,                             
William F. Mellin, Stephen L. Millham and Meridee A.                            
Moore, Managing Members.                                                        

2.    (a)    Farallon Partners, L.L.C.                                          
(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Serves as general partner to investment                      
partnerships                                                                    
(d)    Delaware limited liability company                           
(e)    Managing Members:  Thomas F. Steyer, Senior                  
Managing Member; Enrique H. Boilini, David I. Cohen,                            
Joseph F. Downes, Fleur E. Fairman, Jason M. Fish, Andrew                       
B. Fremder, William F. Mellin, Stephen L. Millham and                           
Meridee A. Moore, Managing Members.                                             

3.    (a)    Enrique H. Boilini                                                 
(b)    c/o Farallon Capital Management, L.L.C.                      
75 Holly Hill Lane                                    
Greenwich, CT  06830                                  
(c)    Managing Member of Farallon Partners,                        
L.L.C.; Managing Member of Farallon Capital Management,                         
L.L.C.                                                                          
(d)    Argentinean Citizen                                          

4.    (a)    David I. Cohen                                                     
(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Managing Member of Farallon Partners,                        
L.L.C.; Managing Member of Farallon Capital Management,                         
L.L.C.                                                                          
(d)    South African Citizen                                        

5.    (a)    Joseph F. Downes                                                   
PAGE                                                                            

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(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Managing Member of Farallon Partners,                        
L.L.C.; Managing Member of Farallon Capital Management,                         
L.L.C.                                                                          
(d)    United States Citizen                                        

6.    (a)    Fleur E. Fairman                                                   
(b)    993 Park Avenue                                              
New York, New York 10028                              
(c)    Managing Member of Farallon Partners,                        
L.L.C.                                                
(d)    United States Citizen                                        

7.    (a)    Jason M. Fish                                                      
(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Managing Member of Farallon Partners,                        
L.L.C.; Managing Member of Farallon Capital Management,                         
L.L.C.                                                                          
(d)    United States Citizen                                        

8.    (a)    Andrew B. Fremder                                                  
(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Managing Member of Farallon Partners,                        
L.L.C.; Managing Member of Farallon Capital Management,                         
L.L.C.                                                                          
(d)    United States Citizen                                        

9.    (a)    William F. Mellin                                                  
(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Managing Member of Farallon Partners,                        
L.L.C.; Managing Member of Farallon Capital Management,                         
L.L.C.                                                                          
(d)    United States Citizen                                        

10.   (a)    Stephen L. Millham                                                 
(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Managing Member of Farallon PartnersL.L.C.; Managing         
Member of Farallon Capital Management,                                          
L.L.C.                                                                          
(d)    United States Citizen                                        

11.   (a)    Meridee A. Moore                                                   
(b)    c/o Farallon Capital Management, L.L.C.                      
PAGE                                                                            

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One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Managing Member of Farallon Partners,                        
L.L.C.; Managing Member of Farallon Capital Management,                         
L.L.C.                                                                          
(d)    United States Citizen                                        

12.   (a)    Thomas F. Steyer                                                   
(b)    c/o Farallon Capital Management, L.L.C.                      
One Maritime Plaza, Suite 1325                        
San Francisco, CA  94111                              
(c)    Senior Managing Member of Farallon Partners,                 
L.L.C.; Senior Managing Member of Farallon Capital                              
Management, L.L.C.                                                              
(d)    United States Citizen                                        

</PAGE>

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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:	12/2/97	28		SC 13D
	11/19/97	1
	11/13/97	22		SC 13D
	9/30/97	22		10-Q, SC 13D
	9/26/97	28		SC 13D/A
	3/28/95	19
				List all Filings

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Filing Submission 0001012168-97-000054 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Farallon Capital Management LLC/Adv, et al. – ‘SC 13D/A’ on 12/2/97 re: First Washington Realty Trust Inc

As of: Tuesday, 12/2/97 · Accession #: 1012168-97-54 · File #: 5-44285

Previous ‘SC 13D’: ‘SC 13D’ on 12/2/97 · Next: ‘SC 13D/A’ on 12/3/97 · Latest: ‘SC 13D/A’ on 8/5/99

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

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

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