Managers Work With Bass on Bid for Bell & Howell

A management group at Bell & Howell Co. is working with an investor group that includes Texas financier Robert Bass on a possible leveraged buyout of the publishing concern.

If the group makes a proposal, the company has indicated that its independent directors will vote on it along with any other bids that may be made.

Bell & Howell’s directors said last week that they had instructed the company’s investment banker, Salomon Bros., to invite takeover proposals from all interested parties.

Over the past few months, three separate groups holding Bell & Howell stock have indicated that they may be interested in seeking control.

They are the Bass group, which owns about 16.2% of the company’s stock; rival publisher Macmillan Inc., which owns 7.7%, and a company controlled by British publisher Robert Maxwell that owns 2.3%.

Separately, the company said last week that its president, Gerald E. Schultz, had been named chief executive, a position formerly held by Donald N. Frey, who remains chairman.

Frey intends to step down as chairman as well in May after reaching the company’s mandatory retirement age of 65.

Shultz disclosed that he and other members of the company’s management other than Frey have had discussions with the Bass group about a possible leveraged buyout of Bell & Howell, and that they intend to work together to attempt to develop such a proposal.