UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
BEXIL CORPORATION
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
088577101
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(CUSIP Number)
September 15, 2005
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 088577101 13G
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Fondren Management LP
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
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NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY
OWNED BY 46,400
EACH
REPORTING
PERSON WITH
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6 SHARED VOTING POWER
0
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7 SOLE DISPOSITIVE POWER
46,400
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
46,400
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.3%
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12 TYPE OF REPORTING PERSON*
PN
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*SEE INSTRUCTIONS BEFORE FILLING OUT
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SCHEDULE 13G
This Schedule 13G (the "Schedule 13G") is being filed on behalf of Fondren
Management LP, a Texas limited partnership ("Fondren Management"), relating to
shares of common stock of Bexil Corporation, a Maryland corporation (the
"Issuer"), purchased by Fondren Management for the account of Fondren Partners
LP, a Texas limited partnership ("Fondren Partners") and Fondren Partners
Offshore Ltd., a Cayman Islands exempted limited company ("Fondren Offshore"),
of which Fondren Management is the investment manager.
ITEM 1(a) NAME OF ISSUER.
Bexil Corporation
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.
11 Hanover Square, 12th Floor
New York, New York 10005
ITEM 2(a) NAME OF PERSON FILING.
Fondren Management LP
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE.
1177 West Loop South, Suite 1625
Houston, Texas 77027
ITEM 2(c) PLACE OF ORGANIZATION.
Fondren Management is a Texas limited partnership.
ITEM 2(d) TITLE OF CLASS OF SECURITIES.
Common Stock, par value $.01 per share ("Common Stock").
ITEM 2(e) CUSIP NUMBER.
088577101
ITEM 3 REPORTING PERSON.
The person filing is not listed in Items 3(a) through 3(j).
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ITEM 4 OWNERSHIP.
(a) Fondren Management is the beneficial owner (as defined in Rule
13d-3) of 46,400 shares of Common Stock.
(b) Fondren Management is the beneficial owner (as defined in Rule
13d-3) of 5.3% of the outstanding shares of Common Stock. This
percentage is determined by dividing the number of shares
beneficially held by 879,591, the number of shares of Common
Stock issued and outstanding as of July 31 2005, as reported in
the Issuer's most recent quarterly report on Form 10-QSB dated
August 15, 2005.
(c) Fondren Management may direct the vote and
disposition of the 46,400 shares of Common Stock.
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Inapplicable.
ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Inapplicable.
ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Inapplicable.
ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP.
Inapplicable.
ITEM 9 NOTICE OF DISSOLUTION OF GROUP.
Inapplicable.
ITEM 10 CERTIFICATION.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
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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.
Date: September 23, 2005
FONDREN MANAGEMENT LP
By: BLR CAPITAL LLC, its general partner
By: /s/ Bradley Radoff
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Name: Bradley Radoff
Title: Manager
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