SEC Info - Kayne Anderson Capital Advisors LP, et al. - ‘SC 13D/A’ on 2/4/02 re: Glacier Water Services Inc

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Kayne Anderson Capital Advisors LP, et al. – ‘SC 13D/A’ on 2/4/02 re: Glacier Water Services Inc

On: Monday, 2/4/02 · Accession #: 950148-2-243 · File #: 5-42316

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

 2/04/02  Kayne Anderson Capital Advs LP    SC 13D/A               2:49K  Glacier Water Services Inc        Bowne of Century City/FA
          Arbco Associates L.P
          Kayne Anderson Capital Advisors LP
          Kayne Anderson Diversified Capital Partners LP
          Kayne Anderson Non Traditional Investment LP
          Richard A. Kayne

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    SC 13D/A Kayne Anderson                             HTML     48K 
 2: EX-99.2     EX-99.2 Kayne Anderson                              HTML      7K

SC 13D/A — SC 13D/A Kayne Anderson

This is an HTML Document rendered as filed. [ Alternative Formats ]

KAYNE ANDERSON

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	hours per response 14.90

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 15)*

GLACIER WATER SERVICES, INC.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

376395109

(CUSIP Number)

DAVID J. SHLADOVSKY, C/O KAYNE ANDERSON CAPITAL ADVISORS, L.P.
1800 AVENUE OF THE STARS, SECOND FLOOR, LOS ANGELES, CA 90067 (310) 556-2721

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

12/31/2001

(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-l(b) (3) or (4), check the following box [ ].

Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in 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-l(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 the Act but shall be subject to all other provisions of the Act (however, see the Notes).

PAGE 1 OF 9


CUSIP NO. 376395109		SCHEDULE 13D		PAGE 2 OF 9 PAGES



1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (A) KAYNE ANDERSON CAPITAL ADVISORS, L.P. - 95-4486379 (B) RICHARD A. KAYNE - 124-34-0063

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

3	SEC USE ONLY

4	SOURCE OF FUNDS*

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E)			[ ]

6	CITIZENSHIP OR PLACE OF ORGANIZATION (A) IS A CALIFORNIA LIMITED PARTNERSHIP (B) IS A U.S. CITIZEN

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER (A) 0 (B) 498,066

		8	SHARED VOTING POWER (A) 1,028,943 (B) 1,028,943

		9	SOLE DISPOSITIVE POWER (A) 0 (B) 498,066

		10	SHARED DISPOSITIVE POWER (A) 1,028,943 (B) 1,028,943

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON* (A) 1,028,943 (B) 1,527,009

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

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 (A) 36.30% (B) 53.87%

14	TYPE OF REPORTING PERSON* (A) IA (B) IN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

PAGE 2 OF 9


CUSIP NO. 376395109		SCHEDULE 13D		PAGE 3 OF 9 PAGES



1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ARBCO Associates, L.P. - 95-3214739

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

3	SEC USE ONLY

4	SOURCE OF FUNDS*

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E)			[ ]

6	CITIZENSHIP OR PLACE OF ORGANIZATION A CALIFORNIA LIMITED PARTNERSHIP

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0

		8	SHARED VOTING POWER 396,488

		9	SOLE DISPOSITIVE POWER 0

		10	SHARED DISPOSITIVE POWER 396,488

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON* 396,488

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

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.99%

14	TYPE OF REPORTING PERSON* PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

PAGE 3 OF 9


CUSIP NO. 376395109		SCHEDULE 13D		PAGE 4 OF 9 PAGES



1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON KAYNE, ANDERSON NON-TRADITIONAL INVESTMENTS, L.P. - 95-4198602

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

3	SEC USE ONLY

4	SOURCE OF FUNDS*

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E)			[ ]

6	CITIZENSHIP OR PLACE OF ORGANIZATION A CALIFORNIA LIMITED PARTNERSHIP

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0

		8	SHARED VOTING POWER 223,370

		9	SOLE DISPOSITIVE POWER 0

		10	SHARED DISPOSITIVE POWER 223,370

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON* 223,370

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

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.88%

14	TYPE OF REPORTING PERSON* PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

PAGE 4 OF 9


CUSIP NO. 376395109		SCHEDULE 13D		PAGE 5 OF 9 PAGES



1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON KAYNE ANDERSON DIVERSIFIED CAPITAL PARTNERS, L.P. - 95-4111006

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

3	SEC USE ONLY

4	SOURCE OF FUNDS*

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E)			[ ]

6	CITIZENSHIP OR PLACE OF ORGANIZATION A CALIFORNIA LIMITED PARTNERSHIP

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0

		8	SHARED VOTING POWER 287,675

		9	SOLE DISPOSITIVE POWER 0

		10	SHARED DISPOSITIVE POWER 287,675

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON* 287,675

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

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.15%

14	TYPE OF REPORTING PERSON* PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

PAGE 5 OF 9

United States
Securities and Exchange Commission

Schedule 13D
Amendment No. 15

Item 1. Security and Issuer

Common Stock, with $0.01 Par Value.


	Glacier Water Services, Inc. 2261 Cosmos Court Carlsbad, CA 92009

Item 2. Identity and Background

a.		Kayne Anderson Capital Advisors, L.P.

		Kayne Anderson Capital Advisors, L.P., a California limited partnership (KACA), is an investment adviser registered under the Investment Advisers Act. It serves as general partner of and investment adviser to various investment funds, including the following holders of the issuer’s Common Stock: ARBCO Associates, L.P., Kayne, Anderson Non-Traditional Investments, L.P., Kayne Anderson Diversified Capital Partners, L.P. and Kayne Anderson Capital Partners, L.P., each of which is a California limited partnership. KACA also serves as investment adviser to other clients, some of which hold the issuer’s Common Stock. Kayne Anderson Investment Management, Inc., a Nevada corporation (KAIM), serves as general partner of KACA. KAIM is wholly owned by KA Holdings, Inc., a California corporation (KA Holdings). The principal business address of KACA, the investment limited partnerships, KAIM and KA Holdings is 1800 Avenue of the Stars, Second Floor, Los Angeles, California 90067.

		During the past five years, none of KACA, the four investment limited partnerships, KAIM or KA Holdings has been convicted in a criminal proceeding nor has any of them been a party to a civil proceeding of a judicial or administrative body or the subject of any judgments, decrees or final orders from the regulatory bodies.

b.		Richard A. Kayne

		Mr. Kayne, a U.S. citizen, is the controlling shareholder of KA Holdings and serves as President, Chief Executive Officer and Director of both KA Holdings and KAIM. He also serves as Management Committee Co-Chair and Chief Executive Officer of Kayne Anderson Rudnick Investment Management, LLC, a California limited liability company (KARIM), and President and Director of KA Associates, Inc., a Nevada corporation (KA). KARIM is a registered investment adviser, and KA is a registered broker/dealer. The principal business address of KARIM and KA is 1800 Avenue of the Stars, Second Floor, Los Angeles, CA 90067.

		Mr. Kayne is Chairman of Glacier Water Services, Inc.

		During the past five years, Mr. Kayne has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), nor has any of them been a party to a civil proceeding of a judicial or administrative body or the subject of any judgments, decrees or final orders from the regulatory bodies.

PAGE 6 OF 9

c.		The following persons (in addition to Mr. Kayne) are officers and/or directors of KAIM and KA Holdings. Each such person is a U.S. citizen whose address is 1800 Avenue of the Stars, Second Floor, Los Angeles, California 90067. During the past five years, none of such persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), nor has any of them been a party to a civil proceeding of a judicial or administrative body or the subject of any judgments, decrees or final orders from the regulatory bodies.

		John E. Anderson. Chairman of Topa Equities, Ltd., a diversified investment company located at 1800 Avenue of the Stars, Suite 1400, Los Angeles, California 90067. Mr. Anderson is also Director of KAIM and KA Holdings.

		Howard M. Zelikow. Vice President and Director of KAIM

		Robert V. Sinnott. Vice President of KAIM and Director of Glacier Water Services, Inc.

		Ralph E. Walter. Chief Operating Officer and Treasurer of KAIM and KA Holdings

		David J. Shladovsky. General Counsel and Secretary of KAIM and KA Holdings

Item 3. Source and Amount of Funds or Other Consideration

Investment partnership and other managed account funds were derived by a combination of cash and security contributions by limited partners or the managed account holder, as applicable.

Item 4. Purpose of Transaction

The shares of the issuer were purchased for investment purposes. Richard A. Kayne and KACA, on behalf of themselves and their managed accounts, will consider making further sales or purchases of the shares.

Item 5. Interest in Securities of the Issuer

a. KACA and Richard A. Kayne report beneficial ownership of 1,028,943 and 1,527,009 shares, representing 36.30% and 53.87% of the shares outstanding, respectively.

b. KACA has shared voting and dispositive power (with Richard A. Kayne) over its 1,028,943 shares. Richard A. Kayne has sole voting and dispositive power over 498,066 shares and shared voting and dispositive power (with KACA) over 1,028,943 shares.

The shares over which Mr. Kayne has sole voting and dispositive power are held by him directly or by accounts for which he serves as trustee or custodian. The shares over which Mr. Kayne and KACA have shared voting and dispositive power are held by accounts for which KACA serves as investment adviser (and, in most cases, as general partner).

KACA disclaims beneficial ownership of the shares reported, except those shares attributable to it by virtue of its general partner interests in certain limited partnerships holding such shares. Mr. Kayne disclaims beneficial ownership of the shares reported, except those shares held by him or attributable to him by virtue of his limited partner interests in such limited partnerships and by virtue of his indirect interest in the interest of KACA in such limited partnerships.

PAGE 7 OF 9

c. Transactions of the shares were made as follows:

Date

Type

# of shares

Price

Where/how transaction effected

12/31/01

Buy

85,000

7.57

Over the Counter

d. Not applicable

e. Not applicable

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

Not applicable

Item 7. Material to Be Filed as Exhibits.

Exhibit I Joint Filing Agreement among Richard A. Kayne and KACA.

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.


January 31, 2002 Date

/S/ *Richard A. Kayne* Richard A. Kayne

KAYNE ANDERSON CAPITAL ADVISORS, L.P.

By: Kayne Anderson Investment Management, Inc.


	By:	/S/ *David J. Shladovsky*

		David J. Shladovsky, Secretary

PAGE 8 OF 9

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1)

This agreement is made pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934 (the “Act”) by and between the parties listed below, each referred to herein as a “Joint Filer.” The Joint Filers agree that a statement of beneficial ownership as required by Section 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13D or Schedule 13G, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1.


	/S/ *Richard A. Kayne*
	Richard A. Kayne


	/S/ *David J. Shladovsky*
	Kayne Anderson Capital Advisors, L.P., by David J. Shladovsky, Secretary of Kayne Anderson Investment Management, Inc., general partner

PAGE 9 OF 9

Dates Referenced Herein and Documents Incorporated by Reference

This ‘SC 13D/A’ Filing	Date	Other Filings

Filed on:	2/4/02	None on these Dates
	1/31/02
		List all Filings

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Filing Submission 0000950148-02-000243 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Kayne Anderson Capital Advisors LP, et al. – ‘SC 13D/A’ on 2/4/02 re: Glacier Water Services Inc

On: Monday, 2/4/02 · Accession #: 950148-2-243 · File #: 5-42316

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

SC 13D/A — SC 13D/A Kayne Anderson

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Dates Referenced Herein and Documents Incorporated by Reference

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