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

                                 SCHEDULE 13D/A
                   Under the Securities Exchange Act of 1934
                              (Amendment No. 6)*

                  Danielson Holding Corporation
--------------------------------------------------------------------------------
                                (Name of Issuer)

                  Common Stock, Par Value $0.10 per share
--------------------------------------------------------------------------------
                         (Title of Class of Securities)

                  236274106
--------------------------------------------------------------------------------
                                 (CUSIP Number)

                  Marc D. Hauser
                  Equity Group Investments, L.L.C.
                  2 North Riverside Plaza, Suite 600
                  Chicago, Illinois 60606
                  312-466-3281
--------------------------------------------------------------------------------
                 (Name, Address and Telephone Number of Person
               Authorized to Receive Notices and Communications)

                  January 24, 2005
--------------------------------------------------------------------------------
             (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  that is the subject of this  Schedule  13D, and is filing this
schedule because of ss.  240.13d-1(e),  240.13d-1(f) or 240.13d-1(g),  check the
following box [_].


Note:  Schedules  filed in paper format shall include a signed original and five
copies of the schedule,  including all exhibits.  See ss. 240.13d-7(b) 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 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).


POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION  CONTAINED
IN THIS FORM ARE NOT  REQUIRED TO RESPOND  UNLESS THE FORM  DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.







CUSIP No. 236274106               13D/A                     Page 2 of 11 Pages

--------------------------------------------------------------------------------
1. Name of Reporting Persons.
   I.R.S. Identification Nos. of above persons (entities only).

SZ Investments, L.L.C.   FEIN 36-4150443
--------------------------------------------------------------------------------
2. Check the Appropriate Box If a Member of a Group (See Instructions) 
   (a)  [X]
   (b)  [_]
--------------------------------------------------------------------------------
3. SEC Use Only

--------------------------------------------------------------------------------
4. Source of Funds (See Instructions) 
WC
--------------------------------------------------------------------------------
5. Check 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 
  NUMBER OF                0
   SHARES      _________________________________________________________________
BENEFICIALLY   8.   Shared Voting Power
 OWNED BY                  10,031,736
    EACH       _________________________________________________________________
  REPORTING    9.   Sole Dispositive Power
   PERSON                  0
    WITH       _________________________________________________________________
               10.  Shared Dispositive Power
                           10,031,736
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person 
10,031,736
--------------------------------------------------------------------------------
12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See
    Instructions) [_]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 
13.8% (1)
--------------------------------------------------------------------------------
14. Type of Reporting Person (See Instructions) 
00
--------------------------------------------------------------------------------

(1)  Calculated  based on 72,816,011  shares of Common Stock  outstanding  as of
November 1, 2004, based upon information contained in the Form 10-Q filed by the
Issuer with respect to the quarterly period ended September 30, 2004.





CUSIP No. 236274106               13D/A                     Page 3 of 11 Pages

--------------------------------------------------------------------------------
1. Name of Reporting Persons.
   I.R.S. Identification Nos. of above persons (entities only).

EGI-Fund (05-07) Investors, L.L.C.   FEIN 20-2062590
--------------------------------------------------------------------------------
2. Check the Appropriate Box If a Member of a Group (See Instructions) 
   (a)  [X]
   (b)  [_]
--------------------------------------------------------------------------------
3. SEC Use Only

--------------------------------------------------------------------------------
4. Source of Funds (See Instructions) 
WC
--------------------------------------------------------------------------------
5. Check 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 
  NUMBER OF                0
   SHARES      _________________________________________________________________
BENEFICIALLY   8.   Shared Voting Power
 OWNED BY                  1,764,706
    EACH       _________________________________________________________________
  REPORTING    9.   Sole Dispositive Power
   PERSON                  0
    WITH       _________________________________________________________________
               10.  Shared Dispositive Power
                           1,764,706
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person 
1,764,706
--------------------------------------------------------------------------------
12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See
    Instructions) [_]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 
2.4% (1)
--------------------------------------------------------------------------------
14. Type of Reporting Person (See Instructions) 
00
--------------------------------------------------------------------------------

(1)  Calculated  based on 72,816,011  shares of Common Stock  outstanding  as of
November 1, 2004, based upon information contained in the Form 10-Q filed by the
Issuer with respect to the quarterly period ended September 30, 2004.





CUSIP No. 236274106               13D/A                     Page 4 of 11 Pages

--------------------------------------------------------------------------------
1. Name of Reporting Persons.
   I.R.S. Identification Nos. of above persons (entities only).

Equity Group Investments, L.L.C.   FEIN 36-4195324
--------------------------------------------------------------------------------
2. Check the Appropriate Box If a Member of a Group (See Instructions) 
   (a)  [X]
   (b)  [_]
--------------------------------------------------------------------------------
3. SEC Use Only

--------------------------------------------------------------------------------
4. Source of Funds (See Instructions) 
WC
--------------------------------------------------------------------------------
5. Check 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 
  NUMBER OF                0
   SHARES      _________________________________________________________________
BENEFICIALLY   8.   Shared Voting Power
 OWNED BY                  155,000
    EACH       _________________________________________________________________
  REPORTING    9.   Sole Dispositive Power
   PERSON                  0
    WITH       _________________________________________________________________
               10.  Shared Dispositive Power
                           155,000
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person 
155,000
--------------------------------------------------------------------------------
12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See
    Instructions) [_]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 
0.2% (1)
--------------------------------------------------------------------------------
14. Type of Reporting Person (See Instructions) 
00
--------------------------------------------------------------------------------

(1)  Calculated  based on 72,816,011  shares of Common Stock  outstanding  as of
November 1, 2004, based upon information contained in the Form 10-Q filed by the
Issuer with respect to the quarterly period ended September 30, 2004.





CUSIP No. 236274106               13D/A                     Page 5 of 11 Pages

--------------------------------------------------------------------------------
1. Name of Reporting Persons.
   I.R.S. Identification Nos. of above persons (entities only).

Chai Trust Company, L.L.C.   FEIN 36-6934216
--------------------------------------------------------------------------------
2. Check the Appropriate Box If a Member of a Group (See Instructions) 
   (a)  [X]
   (b)  [_]
--------------------------------------------------------------------------------
3. SEC Use Only

--------------------------------------------------------------------------------
4. Source of Funds (See Instructions) 
WC
--------------------------------------------------------------------------------
5. Check If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
   or 2(e) [_]
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization
Illinois
--------------------------------------------------------------------------------
               7.   Sole Voting Power 
  NUMBER OF                0
   SHARES      _________________________________________________________________
BENEFICIALLY   8.   Shared Voting Power
 OWNED BY                  11,951,442
    EACH       _________________________________________________________________
  REPORTING    9.   Sole Dispositive Power
   PERSON                  0
    WITH       _________________________________________________________________
               10.  Shared Dispositive Power
                           11,951,442
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person 
11,951,442
--------------------------------------------------------------------------------
12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See
    Instructions) [_]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 
16.4% (1)
--------------------------------------------------------------------------------
14. Type of Reporting Person (See Instructions) 
00
--------------------------------------------------------------------------------

(1)  Calculated  based on 72,816,011  shares of Common Stock  outstanding  as of
November 1, 2004, based upon information contained in the Form 10-Q filed by the
Issuer with respect to the quarterly period ended September 30, 2004.





CUSIP No. 236274106               13D/A                     Page 6 of 11 Pages

This  Amendment  No. 6 to Schedule  13D relates to the common  stock,  par value
$0.10 per share ("Common Stock"), of Danielson Holding  Corporation,  a Delaware
corporation  (the  "Issuer").  Items 2, 3, 4, 5, 6 and 7 of the Schedule 13D are
hereby amended to read in their entirety as follows:

ITEM 2. Identity and Background

(a-c)  and (f) This  Statement  is  being  filed by SZ  Investments,  L.L.C.,  a
Delaware limited liability company ("SZI"), EGI-Fund (05-07) Investors,  L.L.C.,
a Delaware limited liability company ("Fund 05-07"),  Equity Group  Investments,
L.L.C., a Delaware limited  liability  company ("EGI"),  and Chai Trust Company,
L.L.C., an Illinois limited liability company ("Chai Trust";  together with SZI,
Fund 05-07 and EGI, the "Reporting Persons").

The managing  member of Fund 05-07 is SZI.  The  managing  member of SZI is Zell
General Partnership,  Inc., an Illinois corporation ("ZGP"). The managing member
of EGI is Alpha/ZFT Partnership,  an Illinois general partnership ("Alpha/ZFT").
Each of SZI,  ZGP and  Alpha/ZFT  are  directly or  indirectly  owned by various
trusts for the  benefit of Samuel  Zell and his  family.  The trustee of each of
these trusts is Chai Trust.

The executive officers and directors of SZI, Fund 05-07 and EGI are as follows:

-Samuel  Zell - President  of SZI and Fund  05-07;  Chairman of the Board of EGI
-Donald J. Liebentritt - Vice President of SZI and Fund 05-07;  President of EGI
-William C. Pate - Vice  President of SZI and Fund 05-07;  Managing  Director of
EGI  
-Philip G. Tinkler - Treasurer of SZI and Fund 05-07; Chief Financial Officer of
EGI

The officers and directors of Chai Trust are as follows:

-Bert  Cohen is a  Director  of Chai  Trust.  Mr.  Cohen is also a  semi-retired
investor, whose residence is 5000-4A Estate Enighed, #65, St. John, VI 00830.
-Kellie Zell is a Director of Chai Trust and also works as a homemaker.
-Donald J. Liebentritt is the President and a Director of Chai Trust.
-Leah Zell Wanger is a Director of Chai Trust.  Ms. Wagner is a private investor
whose business address is 227 West Monroe Street, Chicago, Illinois 60603.
-JoAnn Zell Gillis is a Director of Chai Trust. Mrs. Zell Gillis is a physician.
-Matthew Zell is a Director of Chai Trust. Mr. Zell is a Manager of EGI.
-Robert M. Levin is a Senior  Trust  Officer of Chai Trust.  Mr. Levin is also a
partner in the law firm Levin & Schreder  Ltd.,  whose  business  address is 120
North LaSalle Street, Suite 3800, Chicago, Illinois 60602.
-James Bunegar is Vice  President,  Chief  Financial  Officer,  Assistant  Trust
Officer and Treasurer of Chai Trust.  Mr.  Bunegar is also the Vice  President -
Taxes of EGI.

The principal  business of the Reporting  Persons,  ZGP and Alpha/ZFT is general
investments.

The business address of each of the Reporting Persons,  ZGP, Alpha/ZFT,  William
Pate,  Philip  Tinkler,  Kellie  Zell,  Donald  Liebentritt,  JoAnn Zell Gillis,
Matthew Zell and James Bunegar is Two North Riverside Plaza,  Chicago,  Illinois
60606.

All of the  executive  officers and  directors of each  Reporting  Person,  ZGP,
Alpha/ZFT are United States citizens.

(d) and (e) No Reporting  Person nor, to the best  knowledge  of such  Reporting
Persons,  any of the other persons listed in Item 2 hereto,  has during the last
five  years (i) been  convicted  in a  criminal  proceeding  (excluding  traffic
violations or similar  misdemeanors)  or (ii) been a party to a civil proceeding
of a judicial or administrative  body of competent  jurisdiction and as a result
of such  proceeding  was, or is,  subject to a  judgment,  decree or final order
enjoining future violations of, or prohibiting or mandating  activities  subject
to,  federal or state  securities  laws or finding any violation with respect to
such laws.







CUSIP No. 236274106               13D/A                     Page 7 of 11 Pages

ITEM 3. Source and Amount of Funds or Other Consideration

Initial Investment

On August 12, 1999 (the "Closing Date"), pursuant to the Stock Purchase and Sale
Agreement described in Item 4 below, SZI acquired from the Issuer: (i) 2,000,000
newly issued shares of Common Stock (the "Initial Shares") and (ii) a warrant to
purchase an additional  2,000,000  shares of Common Stock (the  "Warrant").  The
aggregate  amount of funds used in acquiring the Initial  Shares and the Warrant
was  $9,000,000.  All funds used in acquiring the Initial Shares and the Warrant
were obtained from the working capital of SZI.

In connection  with the Issuer's  acquisition of American  Commercial  Lines LLC
("ACL") and the  recapitalization  of ACL,  the Issuer  announced  that it would
conduct a rights  offering to be issued pro rata to all holders of the  Issuer's
Common Stock to purchase  newly-issued  shares of Common Stock in the  aggregate
amount of $42  million  ("ACL  Rights  Offering").  SZI  agreed  with the Issuer
pursuant to a binding  Term Sheet  ("Term  Sheet") to  exercise  the Warrant and
purchase  up to 4.0  million  shares of Common  Stock  offered in the ACL Rights
Offering  which were not otherwise  subscribed  for. On May 29, 2002, the Issuer
closed the ACL Rights  Offering.  In accordance with the terms of the ACL Rights
Offering,  SZI purchased 1,560,174 shares of Common Stock at a purchase price of
$5.00 per  share  (the "ACL  Rights  Offering  Shares"),  and,  pursuant  to its
obligations under the Term Sheet,  exercised its outstanding Warrant to purchase
1,900,437  shares of Common  Stock at a  purchase  price of $4.74 per share (the
"Warrant Shares"). All funds used to purchase the ACL Rights Offering Shares and
the Warrant Shares came from the working capital of SZI.

Covanta Investment

On December 2, 2003,  the Issuer  entered into a Note  Purchase  Agreement  (the
"Note Purchase  Agreement") among the Issuer, SZI, D.E. Shaw Laminar Portfolios,
L.L.C. ("Laminar") and Third Avenue Value Fund Series ("Third Avenue"), pursuant
to which each of SZI,  Laminar  and Third  Avenue,  severally  and not  jointly,
provided  the Issuer with a bridge  loan in the  aggregate  principal  amount of
$40,000,000  (the "Bridge  Loan") and the Issuer issued (i) shares of its Common
Stock to each of SZI, Laminar and Third Avenue, which represented  consideration
for SZI,  Laminar and Third Avenue  having  provided  the Bridge Loan,  of which
1,280,213  shares  were  issued to SZI  (SZI's  shares  referred  to as the "Fee
Shares"),  and (ii) convertible  notes, which were convertible into Common Stock
in the event that  sufficient  shares were not  purchased in the Covanta  Rights
Offering  (defined  in  Item 4  below),  in an  aggregate  principal  amount  of
$40,000,000  to SZI,  Laminar and Third  Avenue,  including  $10,000,000  to SZI
(SZI's notes referred to as the "Note") and were issued in consideration for the
Bridge  Loan.  The Issuer used the  proceeds of the Bridge Loan to purchase  the
equity of Covanta Energy  Corporation  ("Covanta")  pursuant to a reorganization
plan under Chapter 11 proceedings in the United States  Bankruptcy Court for the
Southern  District of New York (the "Bankruptcy  Court").  The investment by SZI
described  in this  paragraph is referred to as the  "Covanta  Investment."  The
Issuer  repaid  the  Bridge  Loan in full on June 11,  2004.  A portion  of such
repayment  funds were used to acquire an additional  5,055,618  shares of Common
Stock at a price of  $1.53  per  share in  connection  with the  Covanta  Rights
Offering  (defined below).  All funds used in making SZI's portion of the Bridge
Loan were obtained from the working capital of SZI.

Contribution to Fund 05-07

On January 24, 2005, SZI, a member of Fund 05-07,  contributed  1,764,706 shares
of Common Stock to Fund 05-07.

ITEM 4. Purpose of the Transaction

Initial Investment

The  acquisition  of the Initial  Shares and the Warrant  was  effected  for the
purpose of  investing  in the Issuer and to provide  funds with which the Issuer
may from time to time fund business acquisitions.

The Issuer entered into a Stock  Purchase and Sale  Agreement  dated as of April
14, 1999 (the "Stock Purchase Agreement") with Samstock,  L.L.C., a wholly-owned
subsidiary  of SZI  ("Samstock").  The Stock  Purchase  Agreement was amended by
Amendment  No.  1,  Assignment  and  Consent  to  Assignment  of Stock  Purchase
Agreement,  dated May 7, 1999 by and among  Samstock,  the  Issuer  and SZI (the
"Amendment")  pursuant to which the rights and obligations of Samstock under the
Purchase Agreement were assigned to and assumed by SZI. On the Closing Date, SZI
acquired  the  Initial  Shares and the Warrant  pursuant  to the Stock  Purchase
Agreement, as amended.






CUSIP No. 236274106               13D/A                     Page 8 of 11 Pages

In connection  with the  acquisition of the Initial Shares and the Warrant,  the
Issuer  granted  to SZI  certain  registration  rights,  which  rights  are  now
memorialized in a Registration Rights Agreement dated as of November 8, 2002 and
made by and between the Issuer and SZI (the "Registration Rights Agreement").

Pursuant  to the  terms  of the  Registration  Rights  Agreement,  SZI  (or  its
designee) may make up to two requests that the Issuer file a shelf  registration
statement covering the resale of the Common Stock held from time to time by SZI,
subject to certain  limitations.  In addition,  SZI has  piggyback  registration
rights in connection with a public offering of Common Stock by the Issuer solely
for cash.

The purpose of the transactions  contemplated under the Term Sheet was to assist
the Issuer in satisfying its cash  contribution  obligations in connection  with
the acquisition and  recapitalization of ACL. On May 29, 2002, the Issuer closed
the ACL Rights Offering. Pursuant to its obligations under the Term Sheet and in
accordance with the terms of the ACL Rights  Offering,  SZI purchased  1,560,174
shares  of  Common  Stock  under  the ACL  Rights  Offering  and  exercised  its
outstanding Warrant to purchase 1,900,437 shares of Common Stock.

Covanta Investment

The acquisition of the Fee Shares and the Notes were effected for the purpose of
investing  in the  Issuer and to  provide  funds  with which the Issuer  used to
purchase Covanta.

Following the  Bankruptcy  Court's  approval of the plan of  reorganization  and
after closing of the acquisition of Covanta, the Issuer subsequently initiated a
pro rata rights offering to all  stockholders  (the "Covanta Rights  Offering").
During the  Covanta  Rights  Offering,  each of  Laminar,  SZI and Third  Avenue
acquired  additional  shares of the Issuer's  Common Stock  pursuant to the Note
Purchase Agreement.  The Issuer used the proceeds of the Covanta Rights Offering
to repay the  convertible  notes and for general working  capital  purposes.  In
connection  with the Covanta  Rights  Offering and pursuant to the Note Purchase
Agreement,  SZI  acquired an  additional  5,055,618  shares of Common Stock at a
price of $1.53 per share, for total consideration of $7,735,095,54.

In connection with the Note Purchase Agreement,  the Issuer granted SZI, Laminar
and Third Avenue certain registration rights, which rights are memorialized in a
Registration Rights Agreement dated as of December 2, 2003 and made by and among
the Issuer, SZI, Laminar and Third Avenue. The Issuer filed a shelf registration
statement  on Form  S-3  which  was  declared  effective  on  August  24,  2004,
registering the sale of 17,711,491 shares of Common Stock,  including  2,240,372
shares beneficially owned by SZI.

The summaries  contained in this  Schedule 13D of certain  provisions of each of
the  Stock  Purchase  Agreement,  Amendment,  Term  Sheet,  Registration  Rights
Agreement,  the Note  Purchase  Agreement  and the Covanta  Registration  Rights
Agreement are not intended to be complete and are qualified in their entirety by
reference to each respective  agreement attached as Exhibits to Schedule 13D and
incorporated herein by reference.

Like all holders of 5% or more of Issuer's Common Stock,  SZI will be subject to
restrictions  contained in Issuer's  Certificate of Incorporation,  which limits
stock  transfers  by 5% or  greater  shareholders  and  prohibits  parties  from
acquiring  5% or more of Issuer's  Common Stock  without the  Issuer's  consent.
Subject to the restrictions  contained in Issuer's Certificate of Incorporation,
SZI intends to continue to review its  investment  in the Common Stock and, from
time to time depending upon certain factors,  including  without  limitation the
financial  performance of the Issuer,  the  availability  and price of shares of
Common Stock and other general market and investment  conditions,  may determine
to acquire  through  open market  purchases or  otherwise  additional  shares of
Common Stock, or may determine to sell through the open market or otherwise,  in
each case,  subject  to the  limitations  of the Stock  Purchase  Agreement,  as
amended.

EGI Option

On December  11,  2001,  the Issuer  issued to EGI a Stock  Option  Agreement as
consideration  for certain  services  performed for the benefit of Issuer by EGI
(the "EGI Option"). Pursuant to the terms of the EGI Option, EGI holds the right
to  purchase  155,000  shares of  Common  Stock at a price of $3.37 per share of
Common  Stock.  The  right to  purchase,  which is fully  vested  and  currently
exercisable in full, expires on December 11, 2011.






CUSIP No. 236274106               13D/A                     Page 9 of 11 Pages

Contribution to Fund 05-07

On January 24, 2005, SZI, a member of Fund 05-07,  contributed  1,764,706 shares
of Common Stock to Fund 05-07.

Except as stated above, none of the Reporting Persons nor, to the best knowledge
of any Reporting Person,  ZGP,  Alpha/ZFT or any of the persons listed in Item 2
hereto,  has any plans or  proposals  of the types  referred  to in clauses  (a)
through (j) of Item 4 of Schedule  13D, as  promulgated  by the  Securities  and
Exchange Commission.

ITEM 5. Interest in Securities of the Issuer

(a)  and  (b)  To the  best  knowledge  of the  Reporting  Persons,  based  upon
information  provided  to the  Reporting  Persons  by  the  Issuer,  there  were
72,816,011 shares of Common Stock outstanding as of November 1, 2004, based upon
information  contained  in the Form 10-Q filed by the Issuer with respect to the
quarterly  period ended  September 30, 2004.  Based upon the foregoing,  (i) the
10,031,736  shares  of  Common  Stock   beneficially   owned  by  SZI  represent
approximately  13.8%  of the  issued  and  outstanding  Common  Stock;  (ii) the
1,764,706  shares of Common  Stock  beneficially  owned by Fund 05-07  represent
approximately 2.4% of the issued and outstanding Common Stock; (iii) the 155,000
shares of Common Stock beneficially owned by EGI represent approximately 0.2% of
the issued and  outstanding  Common  Stock;  and (iv) the  11,951,442  shares of
Common Stock beneficially owned by Chai Trust represent  approximately  16.4% of
the issued and outstanding Common Stock.

SZI, Fund 05-07 and EGI each currently shares the power to vote or to direct the
vote of all shares of Issuer's Common Stock owned by it with Chai Trust.

SZI disclaims  beneficial  ownership of any  securities  of Issuer  beneficially
owned by Laminar or Third Avenue.

Except as set forth below, as of the date hereof,  no Reporting  Person,  nor to
the best knowledge of any Reporting Person, any of the persons set forth in Item
2 hereof,  owns any shares of Common  Stock  other than the shares  owned by the
Reporting Persons.  Donald Liebentritt owns 100,000 shares of Common Stock, with
respect to which Mr.  Liebentritt  has sole power to vote and to dispose of such
shares. William Pate owns 163,142 shares of Common Stock (including 1,500 shares
of restricted stock granted as Director's compensation), and options to purchase
13,334 shares of Common  Stock,  with respect to each of which Mr. Pate has sole
power to vote and dispose of such shares.  Philip  Tinkler owns 25,604 shares of
Common  Stock,  with  respect  to which Mr.  Tinkler  has sole power to vote and
dispose of such shares. Samuel Zell owns no shares of Common Stock directly, but
may be deemed to have  shared  indirect  beneficial  ownership  of an  aggregate
amount of 11,964,518  shares of Common Stock with Chai and Helen Zell  Revocable
Trust, an Illinois  trust,  with respect to each of which Mr. Zell may be deemed
to have shared indirect power to vote and to dispose of such shares.

(c) Except as set forth above,  during the last 60 days, no  transactions in the
Common Stock were effected by any Reporting  Person, or to the best knowledge of
any Reporting Person, any of the persons set forth in Item 2.

(d) No person other than EGI, SZI and Fund 05-07 has the right to receive or the
power to direct the receipt of dividends  from, or the proceeds from the sale of
shares of Common Stock owned by EGI, SZI and Fund 05-07, respectively.

(e) Not applicable.


ITEM 6. Contracts, Arrangements, Understandings or Relationships with respect to
Securities of the Issuer

Except for the matters  described  herein,  no Reporting Person nor, to the best
knowledge of any Reporting  Person,  any of the other  persons  listed in Item 2
hereto has any contract,  arrangement,  understanding  or relationship  with any
person with respect to any securities of the Issuer.





CUSIP No. 236274106               13D/A                     Page 10 of 11 Pages



ITEM 7.  Material to be Filed as Exhibits.

     Exhibit 1            Stock Purchase and Sale Agreement (incorporated
                          by reference to Exhibit 10.1 of Danielson Holding
                          Corporation's Quarterly Report on Form 10-Q for
                          the quarter ended June 30, 1999, filed with the
                          Securities and Exchange Commission on
                          August 13, 1999)

     Exhibit 2            Amendment No. 1, Assignment and Consent to
                          Assignment of Stock Purchase Agreement
                          (incorporated by reference to Exhibit 10.2 of
                          Danielson Holding Corporation's Quarterly Report
                          on Form 10-Q for the quarter ended June 30, 1999,
                          filed with the Securities and Exchange Commission
                          on August 13, 1999)

     Exhibit 3            Warrant*

     Exhibit 4            Summary of Terms of Standby Commitment of Rights
                          Offering between Danielson Holding Corporation and
                          SZ Investments, L.L.C., dated as of March 21,
                          2002**

     Exhibit 5            Intentionally omitted

     Exhibit 6            Amended and Restated Summary of Terms of Standby
                          Commitment of Rights Offering between Danielson
                          Holding Corporation and SZ Investments, L.L.C., dated
                          as of April 17, 2002***

     Exhibit 7            Registration Rights Agreement between Danielson
                          Holding Corporation and SZ Investments, L.L.C., dated
                          as of November 8, 2002****

     Exhibit 8            Note Purchase Agreement among Danielson Holding
                          Corporation, SZ Investments, L.L.C., D.E. Shaw
                          Laminar Portfolios, L.L.C. and Third Avenue
                          Value Fund Series, dated as of December 2, 2003*****

     Exhibit 9            Registration Rights Agreement among Danielson Holding
                          Corporation, SZ Investments, L.L.C., D.E. Shaw
                          Laminar Portfolios, L.L.C. and Third Avenue
                          Value Fund Series, dated as of December 2, 2003*****


----------
* Filed on August 12, 1999 on Schedule 13D
** Filed on March 21, 2002 and April 1, 2002 on Schedule 13D/A (Amendment No. 1)
*** Filed on May 29, 2002 on Schedule 13D/A (Amendment No. 2)
**** Filed on November 8, 2002 on Schedule 13D/A (Amendment No. 3)
***** Filed on December 5, 2003 on Schedule 13D/A (Amendment No. 4)






CUSIP No. 236274106               13D/A                     Page 11 of 11 Pages

                                    SIGNATURE

After  reasonable  inquiry and to the best of the  undersigned's  knowledge  and
belief,  the  undersigned  certifies  that  the  information  set  forth in this
statement is true, complete and correct.

DATED: January 24, 2005

SZ INVESTMENTS, L.L.C.
EGI-FUND (05-07) INVESTORS, L.L.C.

Each by: /s/ DONALD J. LIEBENTRITT
-------------------------------------
Name: Donald J. Liebentritt
Title: Vice President

CHAI TRUST COMPANY, L.L.C.
EQUITY GROUP INVESTMENTS, L.L.C.

Each by: /s/ DONALD J. LIEBENTRITT
-------------------------------------
Name: Donald J. Liebentritt
Title: President

The  original  statement  shall be signed by each  person  on whose  behalf  the
statement is filed or his authorized representative.  If the statement is signed
on behalf of a person by his authorized  representative (other than an executive
officer  or  general   partner  of  the   filing   person),   evidence   of  the
representative's  authority to sign on behalf of such person shall be filed with
the  statement:  provided,  however,  that a power of attorney  for this purpose
which is already on file with the Commission may be  incorporated  by reference.
The name and any title of each person who signs the statement  shall be typed or
printed beneath his signature.


ATTENTION:  INTENTIONAL  MISSTATEMENTS  OR OMISSIONS OF FACT CONSTITUTE  FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)