-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, D1ay9ZytxmggXdfq+UH+UCYqrzj7Zi3XRleotEeqqvrDl15b5lfCkq06CriOnagB Q+eeUZqhn8ARzD2LuSauDw== 0000215958-95-000002.txt : 19950616 0000215958-95-000002.hdr.sgml : 19950616 ACCESSION NUMBER: 0000215958-95-000002 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950321 SROS: NONE GROUP MEMBERS: GEIC GROUP MEMBERS: GEIM GROUP MEMBERS: GENERAL ELECTRIC INVESTMENT CORP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CULLEN FROST BANKERS INC CENTRAL INDEX KEY: 0000039263 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 741751768 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-10460 FILM NUMBER: 95522119 BUSINESS ADDRESS: STREET 1: 100 W HOUSTON ST STREET 2: P O BOX 1600 CITY: SAN ANTONIO STATE: TX ZIP: 78205 BUSINESS PHONE: 2102204841 FORMER COMPANY: FORMER CONFORMED NAME: FROST BANK CORP DATE OF NAME CHANGE: 19770823 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL ELECTRIC INVESTMENT CORP CENTRAL INDEX KEY: 0000215958 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 022215231 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3003 SUMMER STREET CITY: STAMFORD STATE: CT ZIP: 06904-7900 BUSINESS PHONE: 2033574141 MAIL ADDRESS: STREET 1: P O BOX 7900 CITY: STAMFORD STATE: CT ZIP: 06904 SC 13G/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Cullen/Frost Bankers, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 229899109 (CUSIP Number) Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item l; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.). *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 ("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 12 Pages CUSIP No. 229899109 ____________________________________________________________ 1) Names of Reporting Persons S.S. Trustees of General S.S. or I.R.S. Indentification Electric Pension Nos. of Above Persons Trust (I.R.S. #14-6015763) ____________________________________________________________ 2) Check the appropriate box if a (a) [ ] Member of a Group (b) [X] ____________________________________________________________ 3) SEC use only ____________________________________________________________ 4) Citizenship or Place of Organization New York State ____________________________________________________________ (5) Sole Voting Power 549,633 Number of Shares Beneficially Owned by(6) Shared Voting Power none Each Reporting Person With (7) Sole Dispositive Power 549,633 (8) Shared Dispositive Power none ____________________________________________________________ 9) Aggregate Amount Beneficially 549,633 Owned by Each Reporting Person ____________________________________________________________ 10) Check if the Aggregate Amount in Row (9) [ X ] excludes certain Shares ____________________________________________________________ 11) Percent of Class represented by Amount in Row (9) 4.9% or, if each Reporting Person is deemed to be a group, 5.1% ____________________________________________________________ 12) Type of Reporting Person EP ____________________________________________________________ Page 2 of 12 Pages CUSIP No. 229899109 ____________________________________________________________ 1) Names of Reporting Persons S.S. General Electric S.S. or I.R.S. Indentification Investment Corporation, Nos. of Above Persons as Investment Adviser to certain entities and accounts (I.R.S. #22-2152310) ____________________________________________________________ 2) Check the appropriate box if a (a) [ ] Member of a Group (b) [X] ____________________________________________________________ 3) SEC use only ____________________________________________________________ 4) Citizenship or Place of Organization Delaware ____________________________________________________________ (5) Sole Voting Power 10,541 Number of Shares Beneficially Owned by(6) Shared Voting Power none Each Reporting Person With (7) Sole Dispositive Power 10,541 (8) Shared Dispositive Power none ____________________________________________________________ 9) Aggregate Amount Beneficially 10,541 Owned by Each Reporting Person ____________________________________________________________ 10) Check if the Aggregate Amount in Row (9) [ X ] excludes certain Shares ____________________________________________________________ 11) Percent of Class represented by Amount in Row (9) .1% or, if each Reporting Person is deemed to be a group, 5.1% ____________________________________________________________ 12) Type of Reporting Person IA ____________________________________________________________ Page 3 of 12 Pages CUSIP No. 229899109 ____________________________________________________________ 1) Names of Reporting Persons GE Investment Management S.S. or I.R.S. Indentification Incorporated, as Nos. of Above Persons Investment Adviser to certain entities and accounts (I.R.S. #06-1238874) ____________________________________________________________ 2) Check the appropriate box if a (a) [ ] Member of a Group (b) [X] ____________________________________________________________ 3) SEC use only ____________________________________________________________ 4) Citizenship or Place of Organization Delaware ____________________________________________________________ (5) Sole Voting Power 3,767 Number of Shares Beneficially Owned by(6) Shared Voting Power none Each Reporting Person With (7) Sole Dispositive Power 3,767 (8) Shared Dispositive Power none ____________________________________________________________ 9) Aggregate Amount Beneficially 3,767 Owned by Each Reporting Person ____________________________________________________________ 10) Check if the Aggregate Amount in Row (9) [ X ] excludes certain Shares ____________________________________________________________ 11) Percent of Class represented by Amount in Row (9) .1% or, if each Reporting Person is deemed to be a group, 5.1% ____________________________________________________________ 12) Type of Reporting Person IA ____________________________________________________________ Page 4 of 12 Pages INTRODUCTORY NOTE: Trustees of General Electric Pension Trust ("GEPT"), an employee pension fund subject to the Employee Retirement Income Security Act of 1974, owns beneficially 549,633 shares of the Common Stock (the "Common Stock") of Cullen/Frost Bankers, Inc. General Electric Investment Corporation ("GEIC") is an Investment Adviser (registered under the Investment Advisers Act of 1940) to GEPT. GEIC, as an Investment Adviser to certain entities and accounts other than GEPT, may be deemed the beneficial owner of 10,541 shares of Common Stock owned by such entities or accounts. GE Investment Management Incorporated ("GEIM"), as an Investment Adviser (registered under the Investment Advisers Act of 1940) to certain entities and accounts, may be deemed the beneficial owner of 3,767 shares of Common Stock owned by such entities or accounts. GEPT, GEIC and GEIM each expressly disclaim beneficial ownership of shares of Common Stock owned by filing persons other than itself. GEPT, GEIC and GEIM expressly disclaim that they are members of a "group". Item 1(a) Name of Issuer: Cullen/Frost Bankers, Inc. Item l(b) Address of Issuer's Principal Executive Offices: 100 West Houston Street P.O. Box 1600 Antonio, TX 78205 Item 2(a) Name of Person Filing: Trustees of General Electric Pension Trust General Electric Investment Corporation, as Investment Adviser to certain entities and accounts GE Investment Management Incorporated, as Investment Adviser to certain entities and accounts (See Schedule I and II) Item 2(b) Address of Principal Business Office or, if none, Residence: The address of the principal office of each of Trustees of General Electric Pension Trust, General Electric Investment Corporation and GE Investment Management Incorporated is 3003 Summer Street, Stamford, Connecticut 06904 Item 2(c) Citizenship: Trustees of General Electric Pension Trust - New York; General Electric Investment Corporation - Delaware; GE Investment Management Incorporated - Delaware Item 2(d) Title of Class of Securities: Common Stock Page 5 of 12 Pages Item 2(e) CUSIP Number: 229899109 Item 3. If this statement is filed pursuant to Rules 13d-l(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)[ ] 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-l(b)(l)(ii)(F) (g)[ ] Parent Holding Company, in accordance with Section 240.13d-l(b)(ii)(G) (h)[X] Group, in accordance with Section 240.13d-1(b) (l)(ii)(H) Item 4. Ownership. (See cover pages and introductory note) 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 [ ]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not Applicable. Page 6 of 12 Pages Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of Group. 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 purposes or effect. Page 7 of 12 Pages 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. TRUSTEES OF GENERAL ELECTRIC PENSION TRUST By: ______________________ Alan M. Lewis, Trustee Dated: March 21, 1995 Page 8 of 12 Pages 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. GENERAL ELECTRIC INVESTMENT CORPORATION, as Investment Adviser to certain entities and accounts By: _______________________ Alan M. Lewis Executive Vice President Dated: March 21, 1995 Page 9 of 12 Pages 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. GE INVESTMENT MANAGEMENT INCORPORATED, as Investment Adviser to certain entities and accounts By: _______________________ Alan M. Lewis Executive Vice President Dated: March 21, 1995 Page 10 of 12 Pages SCHEDULE I TRUSTEES OF GENERAL ELECTRIC PENSION TRUST 3003 Summer Street, P.O. Box 7900 Stamford, Connecticut 06904 The names of the Trustees of General Electric Pension Trust are as follows: DALE F. FREY EUGENE K. BOLTON MICHAEL J. COSGROVE RALPH R. LAYMAN ALAN M. LEWIS JOHN H. MYERS DONALD W. TOREY Page 11 of 12 Pages SCHEDULE II JOINT FILING AGREEMENT This will confirm the agreement by and among all the undersigned that the Schedule 13G on or about this date and any amendments thereto with respect to the beneficial ownership by the undersigned of shares of the Common Stock of Cullen/Frost Bankers, Inc. is being filed on behalf of each of the undersigned. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Dated: March 21, 1995 TRUSTEES OF GENERAL ELECTRIC PENSION TRUST By: _______________________ Alan M. Lewis Trustee GENERAL ELECTRIC INVESTMENT CORPORATION, as Investment Adviser to certain entities and accounts By: _______________________ Alan M. Lewis Executive Vice President GE INVESTMENT MANAGEMENT INCORPORATED, as Investment Adviser to certain entities and accounts By: _______________________ Alan M. Lewis Executive Vice President Page 12 of 12 Pages -----END PRIVACY-ENHANCED MESSAGE-----