SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 SCHEDULE 13D/A

                   UNDER THE SECURITIES EXCHANGE ACT OF 1934
                              (Amendment No. 14)*


NAME OF ISSUER:  American Industrial Properties REIT

TITLE OF CLASS OF SECURITIES:  Shares of Beneficial Ownership

CUSIP NUMBER:   026791103000

NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS:

     Natalie I. Koether, Esq., Rosenman & Colin
     P. O. Box 97, Far Hills, New Jersey 07931      (908) 766-4101

DATE OF EVENT WHICH REQUIRES FILING:    November 26, 1996


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: ________

Check the following 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-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 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).

                         (Continued on following pages)






CUSIP NO.:  026791103000


1.       NAME OF REPORTING PERSON:  Pure World, Inc.
                       (formerly American Holdings, Inc.)

2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
         (a)      (b)   X

3.       [SEC USE ONLY]

4.       SOURCE OF FUNDS:  WC

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

7.       SOLE VOTING POWER:          907,000

8.       SHARED VOTING POWER:

9.       SOLE DISPOSITIVE POWER:     907,000

10.      SHARED DISPOSITIVE POWER:

11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON:                     907,000

12.      CHECK BOX IS THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES:

13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):   9.99%

14.      TYPE OF REPORTING PERSON:   CO





     This Amendment No. 14 (the  "Amendment")  relates to the Schedule 13D filed
on February 2, 1994, in connection with the ownership by Pure World, Inc. ("Pure
World") of Shares of  Beneficial  Interest  ("Shares")  of  American  Industrial
Properties  REIT,  a Texas  real  estate  investment  trust (the  "Trust").  The
capitalized terms used in the Amendment,  unless otherwise  defined,  shall have
the same meaning as in the original Schedule 13D.


Item 4.   PURPOSE OF TRANSACTION.

     Item 4 is amended hereby to add the following:

     On November 26, 1996, Pure World, Inc. ("Pure World") announced that it and
American  Industrial  Properties REIT, a Texas real estate investment trust (the
"Trust")  had  entered  into a  settlement  agreement  resolving  all  disputes,
including  litigation,  that had arisen between them as a result of Pure World's
efforts to influence the  management of the Trust.  The settlement is subject to
certain  conditions  including  court approval at a hearing set for December 19,
1996.

     A copy of the Announcement is attached as Exhibit D.

Item 7.   MATERIAL TO BE FILED AS EXHIBITS.

     Item 7 is hereby amended to update the information as provided as follows:

          Exhibit D - Announcement.



                                   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.


Dated: December 2, 1996

                                                   PURE WORLD, INC.


                                                   /s/ John W. Galuchie, Jr.
                                                   -----------------------------
                                                   John W. Galuchie, Jr.
                                                   Executive Vice President




                                   EXHIBIT D



                              N E W S R E L E A S E


November 26, 1996                                     Direct Inquiries To:
                                                      Paul O. Koether, Chairman
                                                      (908) 234-9220

         PURE WORLD, INC. (NASDAQ - PURW) ANNOUNCES SETTLEMENT AGREEMENT
              WITH AMERICAN INDUSTRIAL PROPERTIES REIT (NYSE - IND)

     BEDMINSTER,  NEW JERSEY - PURE WORLD,  INC.  (NASDAQ-PURW)  ("Pure  World")
today announced that it and American  Industrial  Properties  REIT, a Texas real
estate  investment  trust (the "Trust") had entered into a settlement  agreement
resolving all disputes,  including litigation, that had arisen between them as a
result of Pure World's  efforts to influence the  management  of the Trust.  The
settlement  is subject to  certain  conditions  including  court  approval  at a
hearing set for December 19, 1996.

     The settlement agreement provides that the Trust pay $825,000 to Pure World
to  reimburse  it for costs  incurred in  connection  with the  disputes  and as
consideration  for releases and a standstill  agreement.  Subject to approval of
the  settlement,  Pure  World has also  agreed  to sell its  Trust  shares to an
affiliate of a Fortune 200 company at a price per share of $2.75 or an aggregate
of approximately  $2,494,250.  The payment in the settlement and the proceeds of
the  stock  sale  will  result  in a net  gain to Pure  World  of  approximately
$1,200,000 in the fourth  quarter ending  December 31, 1996. The Trust,  for its
part, has agreed to make numerous  changes to its Bylaws  designed to remedy the
corporate governance problems which Pure World pointed to in the disputes.

     The disputes  commenced  almost three years ago when Pure World opposed the
Trust's  attempt  to  reincorporate  in  Maryland,  an action  which  Pure World
contended would entrench management and give the Trust Managers a blank check to
recapitalize  the Trust.  After the Trust's move was  rejected by  shareholders,
Pure World twice sought to elect its nominees as Trust Managers and although its
nominees did not obtain the requisite 2/3 vote required to elect  non-incumbents
in either  election,  at the 1995 Annual  Meeting,  its  nominees  did receive a
plurality of the votes cast. After the 1995 election,  the Trust sued Pure World
and its Chairman in the United States District Court in Dallas asserting,  among
other  things,  that Pure  World  owned,  either  alone or as part of an alleged
group,  in excess of 9.8% of the Trust's  outstanding  shares in  violation of a
Trust Bylaw provision which purported to limit stock ownership to that level. In
September,  the Court granted Pure World's motion for partial summary  judgment,
holding  that the Trust's  Bylaw  limiting  share  ownership to 9.8% was invalid
under  Texas  law.  The Trust  Managers  then  adopted  another  Bylaw  limiting
ownership to 9.8%.  Upon  application  of Pure World,  the Court on November 12,
1996, entered a preliminary injunction enjoining the Trust from enforcing either
Bylaw  limiting  share  ownership and enjoining the Trust Managers from adopting
similar  provisions in the future.  As part of the settlement,  the parties have
requested  that the court lift the injunction and the Trust has agreed to submit
the issue of imposing limitations on share ownership to shareholders.



     Pure World stated that it has always  vigorously  denied the charges by the
Trust,  maintaining  that the  lawsuit  was  groundless  and only an  attempt to
silence a dissident  shareholder.  Pure World filed its own lawsuit  against the
Trust and its Trust Managers accusing them of illegally  entrenching  themselves
and wasting the Trust's assets.  Subsequently a second lawsuit was filed against
the Trust and its Trust Managers on similar  grounds by a shareholder  unrelated
to Pure World.  If the  settlement  is approved by the Court all the  litigation
will be dismissed.

     Pure World stated that although it was  confident  that it would prevail in
the  litigation,  it determined  that  continued  expenditure  of its assets was
unwarranted  since most of its objectives in the litigation  will be realized in
the  settlement.  The Trust  needs to  recapitalize,  Pure World  declared,  and
hopefully the Fortune 200 company will bring the leadership needed to facilitate
this  effort.  Paul  Koether,  chairman of Pure World,  said:  " Pure World will
benefit not only from the financial terms of the settlement but also because the
settlement  finally  breaks any ties Pure  World has with its prior real  estate
business  and  enables  management  to devote all the  company's  resources  and
attention  to its  botanical  extract  business."  Pure  World owns 83% of Madis
Botanicals,  Inc., believed to be the largest  manufacturer in the United States
of botanical  extracts for the flavor,  cosmetic and  nutraceutical  industries.
Pure World has 7,644,378 shares outstanding.