-----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, OiBMaUXsT6aKScC6gSK9SjsT5Ps1UmVTsLC1KXiv7el/r1GGA3d/x5hiV4HiVTYt uWce99VvfThy1yXZsBLFAQ== 0000315032-99-000055.txt : 19990209 0000315032-99-000055.hdr.sgml : 19990209 ACCESSION NUMBER: 0000315032-99-000055 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AIR PRODUCTS & CHEMICALS INC /DE/ CENTRAL INDEX KEY: 0000002969 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 231274455 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-33211 FILM NUMBER: 99523785 BUSINESS ADDRESS: STREET 1: 7201 HAMILTON BLVD CITY: ALLENTOWN STATE: PA ZIP: 18195-1501 BUSINESS PHONE: 6104814911 MAIL ADDRESS: STREET 1: 7201 HAMILTON BLVD CITY: ALLENTOWN STATE: PA ZIP: 18195-1501 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STATE FARM MUTUAL AUTOMOBILE INSURANCE CO CENTRAL INDEX KEY: 0000315032 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 370533100 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE STATE FARM PLAZA CITY: BLOOMINGTON STATE: IL ZIP: 61701 BUSINESS PHONE: 3097662302 SC 13G/A 1 Page _____ of _____ Pages 1 8 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. ___ 9 (This Amendment is being filed in substitution of the previous filing in order to add an additional entity) AIR PRODUCTS & CHEMICALS, INC. ___________________________________________________ (Issuer) COMMON SHARES ___________________________________________________ (Title of Class of Securities) 009158106 ___________________________________________________ (Cusip Number) 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. John P. Elterich Investment Department State Farm Insurance Companies One State Farm Plaza Bloomington, IL 61710 (309) 766-9835 Page _____ of _____ Pages 2 8 13G 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Mutual Automobile Insurance Company 37-0533100 2. Member of a Group: (a)_____(b)__X__ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 7,352,400 6. Shared Voting Power: 0 7. Sole Dispositive Power: 7,352,400 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 7,352,400 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 3.48 % 12. Type of Reporting Person: IC ______________________________________________________________________________ 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Life Insurance Company 37-0533090 2. Member of a Group: (a)_____(b)__X__ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 140,800 6. Shared Voting Power: 0 7. Sole Dispositive Power: 140,800 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 140,800 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 0.06 % 12. Type of Reporting Person: IC Page _____ of _____ Pages 3 8 13G 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Fire and Casualty Company 37-0533080 2. Member of a Group: (a)_____(b)__X__ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 1,768,400 6. Shared Voting Power: 0 7. Sole Dispositive Power: 1,768,400 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 1,768,400 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 0.83 % 12. Type of Reporting Person: IC ______________________________________________________________________________ 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Investment Management Corp. 37-0902469 2. Member of a Group: (a)_____(b)__X__ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Delaware 5. Sole Voting Power: 1,060,000 6. Shared Voting Power: 913 7. Sole Dispositive Power: 1,060,000 8. Shared Dispositive Power: 913 9. Aggregate Amount Beneficially Owned by each Reporting person: 1,060,913 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 0.50 % 12. Type of Reporting Person: IA Page _____ of _____ Pages 4 8 13G 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Insurance Companies Employee Retirement Trust 36-6042145 2. Member of a Group: (a)_____(b)__X__ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 4,000,000 6. Shared Voting Power: 0 7. Sole Dispositive Power: 4,000,000 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 4,000,000 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 1.89 % 12. Type of Reporting Person: EP ______________________________________________________________________________ 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Insurance Companies Savings and Thrift Plan for U.S. Employees 37-6091823 2. Member of a Group: (a)_____(b)__X__ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 1,376,800 6. Shared Voting Power: 0 7. Sole Dispositive Power: 1,376,800 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 1,376,800 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 0.65 % 12. Type of Reporting Person: EP Page _____ of _____ Pages 5 8 Item 1(a) and (b). Name and Address of Issuer: __________________________ AIR PRODUCTS & CHEMICALS, INC. 7201 HAMILTON BLVD. ALLENTOWN, PA 18195-1501 Item 2(a). Name of Person Filing: State Farm Mutual Automobile Insurance _____________________ Company and related entities; See Item 8 and Exhibit A Item 2(b). Address of Principal Business Office: One State Farm Plaza ____________________________________ Bloomington, IL 61710 Item 2(c). Citizenship: United States ___________ Item 2(d) and (e). Title of Class of Securities and Cusip Number: See above. _____________________________________________ Item 3. This Schedule is being filed, in accordance with 240.13d-1(b). _____________________________________________________________ See Exhibit A attached. Item 4(a). Amount Beneficially Owned: 15,699,313 shares on 12/31/1998 _________________________ Item 4(b). Percent of Class: 7.44 percent pursuant to Rule 13d-3(d)(1). ________________ Item 4(c). Number of shares as to which such person has: The persons ____________________________________________ identified in Exhibit A hereto have sole power to vote or to direct the vote and to dispose or to direct the disposition of all shares reported hereby. Item 5. Ownership of Five Percent or less of a Class: Not Applicable. ____________________________________________ Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A _______________________________________________________________ Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company: N/A ________________________________________________________ Item 8. Identification and Classification of Members of the Group: _________________________________________________________ See Exhibit A attached. Item 9. Notice of Dissolution of Group: N/A ______________________________ Page _____ of _____ Pages 6 8 Item 10. Certification. The undersigned certify that, to the best of his 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 his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. 02/09/1999 STATE FARM MUTUAL AUTOMOBILE ___________________________ Date INSURANCE COMPANY STATE FARM VARIABLE STATE FARM LIFE INSURANCE COMPANY PRODUCT TRUST STATE FARM FIRE AND CASUALTY COMPANY STATE FARM INSURANCE COS. STATE FARM INVESTMENT MANAGEMENT EMPLOYEE RETIREMENT TRUST CORP. STATE FARM INSURANCE COS. STATE FARM GROWTH FUND, INC. SAVINGS AND THRIFT PLAN FOR U.S. EMPLOYEES STATE FARM BALANCED FUND, INC. /s/ Paul N. Eckley ____________________________ /s/ Paul N. Eckley ________________________________ Paul N. Eckley, Fiduciary of Paul N. Eckley, Vice President each of the above of each of the above Page _____ of _____ Pages 7 8 EXHIBIT A This Exhibit lists the entities affiliated with State Farm Mutual Automobile Insurance Company which might be deemed to constitute a group" with regard to the ownership of shares reported herein. By way of explanation, State Farm Mutual Automobile Insurance Company is the parent of wholly owned subsidiaries, State Farm Life Insurance Company, which is the parent of the wholly owned subsidiary State Farm Life and Accident Assurance Company, and State Farm Fire and Casualty Company, which in turn is the parent of the wholly owned subsidiary State Farm Investment Management Corp. State Farm Investment Management Corp. acts as the investment advisor to State Farm Growth Fund, Inc., State Farm Balanced Fund, Inc., and the State Farm Variable Product Trust. The InvestmentCommittees of the Board of Directors of each of the insurance companies and of the State Farm Investment Management Corp. and the Trustees of the State Farm Insurance Companies Employee Retirement Trust and State Farm Insurance Companies Savings and Thrift Plan for U.S. Employees are vested with the responsibility for investing the assets of the companies, the Funds, the Trusts, and the Equities Account and the Balanced Account of the State Farm Insurance Companies Savings and Thrift Plan for U.S. Employees. State Farm Mutual Automobile Insurance Company employs all personnel of the Investment Department. State Farm Investment Management Corp. has a written agreement with State Farm Mutual Automobile Insurance Company whereby the Investment Department personnel assist State Farm Investment Management Corp. in its duties as investment advisor to the Funds and the State Farm Variable Product Trust. Investment actions taken by the Investment Department are ratified by the Investment Committees of the Boards of Directors of the insurance companies and the Management Corporation and by the Trustees of the Trusts and the Plan. Certain members of the Investment Department also execute voting proxies from time to time but in situations where a vote contrary to that of management on a major policy matter is under consideration, approval of the Investment Committees of the Boards of Directors of the Companies involved is first obtained. Pursuant to Rule 13d-4 each person listed in the table below expressly disclaims "beneficial ownership" as to all shares as to which such person has no right to receive the proceeds of sale of the security and disclaims that it is part of a "group". Page _____ of _____ Pages 8 8 Number of Classifi- Shares Based cation on Proceeds Name Under Item 3 of Sale ____ ____________ ___________ State Farm Mutual Automobile Insurance Co. IC 7,352,400 State Farm Life Insurance Company IC 140,800 State Farm Life and Accident Assurance Co. IC 0 State Farm Fire and Casualty Company IC 1,768,400 State Farm Investment Management Corp. IA 0 State Farm Growth Fund, Inc. IV 830,000 State Farm Balanced Fund, Inc. IV 230,000 State Farm Variable Product Trust IV 913 State Farm Insurance Companies Employee Retirement Trust EP 4,000,000 State Farm Insurance Companies Savings & Thrift Plan for U.S. Employees EP Equities Account 1,120,800 Balanced Account 256,000 ------------ Total 15,699,313 -----END PRIVACY-ENHANCED MESSAGE-----