-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QvpprKYgnZn7RWstCYjMC1ALPg/avJq5GxxED+3Ce+cRk9v9IufNsG5/vJMJTxAx ZguzHX4KLPL3ClGX14G9og== 0000061227-98-000009.txt : 19980218 0000061227-98-000009.hdr.sgml : 19980218 ACCESSION NUMBER: 0000061227-98-000009 CONFORMED SUBMISSION TYPE: SC 13G CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980213 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COLTEC INDUSTRIES INC CENTRAL INDEX KEY: 0000201493 STANDARD INDUSTRIAL CLASSIFICATION: MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT [3590] IRS NUMBER: 131846375 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-06170 FILM NUMBER: 00000000 BUSINESS ADDRESS: STREET 1: 3 COLISEUM CENTRE STREET 2: 2550 WEST TYVOLA ROAD CITY: CHARLOTTE STATE: NC ZIP: 28217 BUSINESS PHONE: (704) 423 7000 MAIL ADDRESS: STREET 1: 3 COLISEUM CENTRE STREET 2: 2550 WEST TYVOLA ROAD CITY: CHARLOTTE STATE: NC ZIP: 28217 FORMER COMPANY: FORMER CONFORMED NAME: COLT INDUSTRIES INC DATE OF NAME CHANGE: 19900913 FORMER COMPANY: FORMER CONFORMED NAME: PENN TEXAS CORP DATE OF NAME CHANGE: 19680318 FORMER COMPANY: FORMER CONFORMED NAME: FAIRBANKS WHITNEY CORP DATE OF NAME CHANGE: 19680318 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MACKAY SHIELDS FINANCIAL CORP CENTRAL INDEX KEY: 0000061227 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 132631681 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-3828 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 SC 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Coltec Industries (Name of issuer) Common Stock (Title of Class of Securities) 196879100 (CUSIP Number) *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 the disclosures provided in a prior cover page. The information required in 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 6 Pages CUSIP No. 196879100 13G Page 2 of 6 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MacKay-Shields Financial Corporation (MSFC) 13-2631681; MSFC is also filing on behalf of its parent, New York Life Insurance Company (NYLIC) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Not Applicable (a)0 (b)0 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware (United States) 5 SOLE VOTING POWER NUMBER OF Not Applicable as to MSFC; SHARES 270,000 Not Applicable to NYLIC; BENEFICIALLY 230,000 Applicable as to NYLIC OWNED BY 6 SHARED VOTING POWER EACH 1,343,500 as to MSFC REPORTING 270,000 as to NYLIC PERSON WITH 7 SOLE DISPOSITIVE POWER Not Applicable as to MSFC; 270,000 Not Applicable to NYLIC; 230,000 Applicable as to NYLIC 8 SHARED DISPOSITIVE POWER 1,343,500 as to MSFC 270,000 as to NYLIC 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON Total: 1,843,500 1,343,500 as to MSFC 500,000 as to NYLIC 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.8% 12 TYPE OF REPORTING PERSON* IA New York Life is an IC SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Under the Securities Exchange Act of 1934 ITEM 1 (a) Name of Issuer: Coltec Industries ITEM 1 (b) Address of Issuer's Principal Executive Offices: 3 Coliseum Centre 2550 West Tyvola Rd. Charlotte, NC 28217 ITEM 2 (a) Name of Person Filing: MacKay-Shields Financial Corporation ITEM 2 (b) Address of Principal Business Office: 9 West 57th Street New York, NY 10019 ITEM 2 (c) Citizenship: United States ITEM 2 (d) Title of Class of Securities: Common Stock ITEM 2 (e) CUSIP Number: 196879100 ITEM 3. If this statement is filed pursuant to Rules 13d-1 (b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act (b) [ ] Bank as defined in section 3(a)(6) of the Act (c) [ ] Insurance Company as defined in section 3(a)(19) of the Act (d) [ ] Investment Company registered under section 8 of the Investment Company Act (e) [X] Investment adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see section 240.13d-1 (b)(1)(ii)(F) Page 3 of 6 Pages SCHEDULE 13G cont. (g) [ ] Parent Holding Company, in accordance with section 240.13d-l(b)(ii)(G) (Note: See Item 7) (h) [ ] Group, in accordance with section 240.13d-1 (b)(1)(ii)(H) ITEM 4. Ownership. If the percent of the class owned, as of December 31 of the year covered by the statement, or as of the last day of any month described in Rule 13d-l(b)(2), if applicable, exceeds five percent, provide the following information as of that date and identify those shares which there is a right to acquire. (a) Amount Beneficially Owned: (b) Percent of Class: (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote (ii) shared power to vote or to direct the vote (iii) sole power to dispose or to direct the disposition of (iv) shared power to dispose or to direct the disposition of ITEM 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ]. Not Applicable Page 4 of 6 Pages SCHEDULE 13G cont. ITEM 6. Ownership of More than Five Percent on Behalf of Another Person. If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Clients of the filing investment manager and NYLIC have the right to receive and the ultimate power to direct the receipt of dividends from, or the proceeds of the sale of, such securities. No interest of any such clients relates to more than 5% of the class. NYLIC has the power to direct dividends or proceeds from its trades. ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. If a parent holding company has filed this Schedule pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3 (g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identification of the relevant subsidiary. Not Applicable ITEM 8. Identification and Classification of Members of the Group. If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(H), so indicate under Item 3(h) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each member of the group. Not Applicable. Page 5 of 6 Pages SCHEDULE 13G cont. ITEM 9. Notice of Dissolution of Group Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. Not Applicable ITEM 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. 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. Date: February 13, 1998 Signature: Jeffry B. Platt Name/Title: Jeffry B. Platt, General Counsel AUTHORIZED AS TO NEW YORK LIFE INSURANCE COMPANY HOLDINGS: New York Life Insurance Company Date: February 13, 1998 Signature: James Agostisi Name/Title: Director/Portfolio Manager Page 6 of 6 Pages -----END PRIVACY-ENHANCED MESSAGE-----