Loeb Partners Corp/Adv – ‘SC 13D’ on 10/1/98 re: American Materials & Technologies Corp

As of:  Thursday, 10/1/98   ·   Accession #:  877603-98-7   ·   File #:  5-50141

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General Statement of Beneficial Ownership   —   Schedule 13D
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Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      General Statement of Beneficial Ownership              6     21K 

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SC 13D
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 UNITED STATES
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

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

 American Materials & Technologies Corporation
(Name of Issuer)

Common
(Title of Class of Securities)

 027397108
(CUSIP Number)

 Vicki Z. Holleman
 c/o Loeb Partners Corporation
 61 Broadway, N.Y., N.Y., 10006 (212) 483-7047

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

September 22, 1998

 (Date of Event which Requires Filing of this Statement)

If the filing person has previously  filed a statement on Schedule 13G to report
the  acquisition  which is the subject of this  Schedule 13D, and is filing this
schedule  because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check
the  following  box if a fee is being  paid  with  statement  [ ]. (A fee is not
required only if the following reporting person: (1) has a previous statement on
file  reporting  beneficial  ownership of more than five percent of the class of
securities  described  is Item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting  beneficial  ownership of five percent or less of such class.)
(See Rule 13d-7.) 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  remained  of this cover page shall not be deemed to be "filed"
for the purpose of Section 18 of the Securities  Exchange Act of 1934 ("Act") or
otherwise  subject to the  liabilities  of that  section of the Act but shall be
subject to all other provisions of the Act (however, see the Notes).            

SC 13D
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SCHEDULE 13D

CUSIP NO. 027397108                                                             

1  NAME OF REPORTING PERSON                                                     
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                         

Loeb Partners Corporation                                   

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*          (a) [X]           

                                                                         (b) [ ]
3  SEC USE ONLY                                                                 
4  SOURCE OF FUNDS*                                                             

WC, O                                                         

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         7  SOLE VOTING POWER                                          
SHARES               13,854 Shares of Common stock                              
BENEFICIALLY      8  SHARED VOTING POWER                                        
OWNED BY              5,027 Shares of Common stock                              
EACH              9  SOLE DISPOSITIVE POWER                                     
REPORTING            13,854 Shares of Common stock                              
PERSON WITH       10 SHARED DISPOSITIVE POWER                                   
5,027 Shares of Common stock        

11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                
18,881 Shares of Common stock                                 

12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN              
SHARES*                                                             

13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                          
0.43%                                                         
14 TYPE OF REPORTING PERSON*                                                    
PN, BD, IA                                                    

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SCHEDULE 13D
CUSIP NO. 027397108                                                             

1  NAME OF REPORTING PERSON                                                     
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                         

Loeb Arbitrage Fund                                         

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*          (a) [X]           

                                                                         (b) [ ]
3  SEC USE ONLY                                                                 

4  SOURCE OF FUNDS                                                              

WC, O                                                         

5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED            [  ]     
PURSUANT TO ITEMS 2(d) or 2(e)                                        

6  CITIZENSHIP OR PLACE OF ORGANIZATION                                         

New York                                                      

NUMBER OF         7  SOLE VOTING POWER                                          
SHARES               212,169 Shares of Common stock                             
BENEFICIALLY      8  SHARED VOTING POWER                                        
OWNED BY             -----                                                      
EACH              9  SOLE DISPOSITIVE POWER                                     
REPORTING            212,169 Shares of Common stock                             
PERSON WITH       10 SHARED DISPOSITIVE POWER                                   
-----                                 

11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               
212,169 Shares of Common stock                            

12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN              
SHARES*                                                             

13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                          
4.73%                                                     

14 TYPE OF REPORTING PERSON*                                                    
PN, BD                                                        

SC 13D
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Item 1.  Security and Issuer.                                                   

This statement  refers to the Common Stock of American  Materials & Technologies
Corporation,  5915 Rodeo Road, Los Angeles,  CA., 90016.  Paul W. Pendorf is the
President.                                                                      

Item 2.  Identity and Background.                                               

Loeb Arbitrage Fund ("LAF"),  61 Broadway,  New York, New York,  10006, is a New
York limited partnership. It is a registered broker/dealer.  Its general partner
is Loeb Arbitrage Management,  Inc., ("LAM"), a Delaware  corporation,  with the
same  address.  Its  President is Arthur E. Lee,  who is also an Executive  Vice
President of Loeb Partners Corporation.  The other officers of LAM are Thomas L.
Kempner,  Chairman of the Board, Irwin D. Rowe, Vice President and Secretary and
Peter A. Tcherepnine,  Vice President.  Loeb Partners  Corporation  ("LPC"),  61
Broadway,  New  York,  New  York,  10006,  is a  Delaware  corporation.  It is a
registered  broker/dealer and a registered investment adviser. Thomas L. Kempner
is its President and a director and its Chief Executive  Officer.  Irwin D. Rowe
is an Executive Vice President and also a director of LPC.  Norman N. Mintz is a
Vice President and also a director. Loeb Holding Corporation ("LHC"), a Maryland
corporation,  61 Broadway,  New York, New York, 10006 is the sole stockholder of
Loeb Arbitrage Management,  Inc. and LPC. Thomas L. Kempner is its President and
a director  as well as its Chief  Executive  Officer and  majority  stockholder.
Irwin D. Rowe is a director of LHC, as are Robert Krones, Edward E. Matthews and
Norman N. Mintz.  Mr.  Matthews'  address is 70 Pine Street,  New York, New York
10270. The business address of the other  individuals is 61 Broadway,  New York,
New York, 10006. All of the individuals  named are United States Citizens.  None
have  within  the last five  years,  been  convicted  in a  criminal  proceeding
(excluding traffic violations or similar misdemeanors) or have been a party to a
civil proceeding of a judicial or administrative body of competent  jurisdiction
and as a result of such  proceeding  have  been or are  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
violations with respect to such laws.                                           

Item 3.  Source and Amount of Funds or Other Compensation.                      

Shares  of  Common  Stock  were  acquired  by LAF  and  LPC in  margin  accounts
maintained with Bear Stearns Securities Corp.                                   

Item 4.  Purpose of transaction.                                                

LAF and LPC have acquired  shares of Common Stock for investment  purposes.  LAF
and LPC  reserve  the  right  to sell  shares  of  Common  Stock  or to  acquire
additional shares in open market transactions or otherwise.                     

SC 13D
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Item 5.  Interest in Securities of the Issuer.                                  

(a) The  persons  reporting  hereby  owned the  following  shares of Stock as of
September 22, 1998.                                                             

                Shares of Common Stock

Loeb Arbitrage Fund                        212,169                              

Loeb Partners Corporation*                  18,881                              

The total  shares of Common Stock  constitute  5.16% the  4,490,121  outstanding
shares of Common Stock as reported by the issuer.                               
-------------------------                                                       
* Including  5,027  shares of Common  Stock  purchased  for the  accounts of two
customers of Loeb Partners Corporation as to which it has investment discretion.

(b) See paragraph (a) above.                                                    

(c) The following purchases of and Common Stock have been made in the last sixty
(60) days by the following:                                                     

           Purchases of Common Stock
Holder                           Date     Shares     Average Price              
Loeb Arbitrage Fund          07-23-98       6450             $4.77              
               07-24-98        300              4.77
               07-29-98       3235              4.77
               08-21-98        500              4.49
               08-25-98        887              5.01
               08-26-98        400              4.89
               08-28-98        100              5.01
               08-31-98        400              5.01
               09-09-98       6771              5.51
               09-10-98       1800              5.45
               09-11-98       5911              5.47
               09-14-98      17200              5.52
               09-21-98       7725              5.08
               09-22-98      31025              5.27
Holder                           Date     Shares     Average Price              
Loeb Partners Corp.*         07-23-98        550             $4.77              
               07-28-98        315              4.77
               08-25-98        113              5.02
               08-26-98        100              4.89
               08-31-98        100              5.01
               09-09-98        729              5.51
               09-10-98        200              5.45
               09-11-98        589              5.48
               09-14-98       1800              5.53
               09-21-98        775              5.09
               09-22-98       3075              5.28
-----------------                                                               
*Including  5,027  shares of Common  Stock  purchased  for the  accounts  of two
customers of Loeb Partners Corporation as to which it has investment discretion.

All reported transactions were effected on NASDAQ.                              

(d) and (e). Not applicable.                                                    

Item 6.  Contracts,Arrangements,Understandings or Relationships with Respect to 
the Issuer.                                                   

None.                                       

Item 7.  Materials to be Filed as Exhibits.                                     

None.                                       

SC 13D
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Signature                                                                       

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

October 1, 1998                    Loeb Arbitrage Fund                          
                 By: Loeb Arbitrage Management, Inc.

 By: /s/ Arthur E. Lee
                      Arthur E. Lee, President

October 1, 1998                     Loeb Partners Corporation                   

 By: /s/ Arthur E. Lee
                                     Arthur E. Lee, Executive Vice President

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D’ Filing		Date		First		Last			Other Filings
Filed on:		10/1/98		6
		9/22/98		1		5			SC 13D/A
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