-----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, RNMEdOiqSS9Z6z0amm4W/hHrZmVkYl4gs8lX4QHhYi3A7144s6QqVo6ustWU12Lh rDndH31fMhD4zqIp94imYA== 0000950142-00-000470.txt : 20000517 0000950142-00-000470.hdr.sgml : 20000517 ACCESSION NUMBER: 0000950142-00-000470 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000516 GROUP MEMBERS: BERKMAN LOUIS CO GROUP MEMBERS: LOUIS BERKMAN GROUP MEMBERS: THE LOUIS BERKMAN CO. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMPCO PITTSBURGH CORP CENTRAL INDEX KEY: 0000006176 STANDARD INDUSTRIAL CLASSIFICATION: PUMPS & PUMPING EQUIPMENT [3561] IRS NUMBER: 251117717 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-03730 FILM NUMBER: 637082 BUSINESS ADDRESS: STREET 1: 600 GRANT ST STE 4600 CITY: PITTSBURGH STATE: PA ZIP: 15219 BUSINESS PHONE: 4124564400 FORMER COMPANY: FORMER CONFORMED NAME: SCREW & BOLT CORP OF AMERICA DATE OF NAME CHANGE: 19710518 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERKMAN LOUIS CO CENTRAL INDEX KEY: 0000939247 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: PO BOX 820 CITY: STEUBENVILLE STATE: OH ZIP: 43952 MAIL ADDRESS: STREET 1: PO BOX 820 CITY: STEUBENVILLE STATE: OH ZIP: 43952 SC 13D/A 1 AMENDMENT NO. 31 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 * (Amendment No. 31)* Ampco-Pittsburgh Corporation ---------------------------- (Name of Issuer) Common Stock, Par Value $1.00 Per Share --------------------------------------- (Title of Class of Securities) 032037 10 3 ------------ (CUSIP Number) Louis Berkman The Louis Berkman Company P.O. Box 820 Steubenville, Ohio 43952 Telephone: 614-283-3722 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 10, 2000 ------------- (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 which is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d- 1(g), check the following box [ ]. Note: Schedules filed in paper formal shall include a signed original and five copies of the schedule, including all exhibits. See ss. 240.13d-1(a) 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 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). CUSIP No. 032037 10 3 1. NAME OF REPORTING PERSON The Louis Berkman Company 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) | | (b) | | 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IN REQUIRED PURSUANT TO ITEM 2(e) | | 6. CITIZENSHIP OR PLACE OF ORGANIZATION Ohio 7. SOLE VOTING POWER 2,250,189 NUMBER OF SHARES 8. SHARED VOTING POWER BENEFICIALLY OWNED 0 BY EACH REPORTING PERSON 9. SOLE DISPOSITIVE POWER WITH 2,250,189 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,250,189 12. CHECK BOX IF THE AGGREGATE AM0UNT IN ROW (11) EXCLUDES CERTAIN SHARES | | 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 23.4% 14. TYPE OF REPORTING PERSON CO -2- 1. NAME OF REPORTING PERSON Louis Berkman 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| 3. SEC USE ONLY 4. SOURCE OF FUNDS PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO INTEM 2(d) or 2(e) |_| 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA 7. SOLE VOTING POWER 334,888 NUMBER OF SHARES 8. SHARED VOTING POWER BENEFICIALLY 2,251,455 OWNED BY EACH 9. SOLE DISPOSITIVE POWER REPORTING 334,888 PERSON WITH 10. SHARED DISPOSITIVE POWER 2,251,455 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,586,343 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_| 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 26.6% 14. TYPE OF REPORTING PERSON IN -3- This statement constitutes Amendment No. 31 to a Statement on Schedule 13D, as amended by Amendments No. 1-30 (the "Schedule 13D"), filed with the Securities and Exchange Commission, with respect to the Common Stock, par value $1.00 per share (the "Common Shares") of Ampco-Pittsburgh Corporation (the "Issuer"), on behalf of Louis Berkman and The Louis Berkman Company. Louis Berkman and The Louis Berkman Company are collectively referred to as the "Reporting Persons." Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Schedule 13D. The information set forth in the Schedule 13D is hereby amended as follows: Item 3. Source and Amount of Funds or Other Consideration. Item 3 is hereby amended by adding the following: The funds used in making acquisitions of Common Shares since the previous amendment of the Schedule 13D amounted to $740,653.50 (including commissions) and came from the general funds of The Louis Berkman Company. Item 5. Interest in Securities of the Issuer. Item 5 is hereby amended and restated in its entirety as follows: (a) As of the close of business on May 15, 2000, the Reporting Persons beneficially owned an aggregate of 2,586,343 Common Shares, which constitutes approximately 26.6% of the outstanding Common Shares based on 9,602,621 Common Shares outstanding according to the Issuer's Quarterly Report on Form 10-Q for the quarter ended March 31, 2000. The Reporting Persons beneficially own these securities as follows: -4- Name Shares Owned ---- ------------ The Louis Berkman Company 2,250,189 Louis Berkman 336,154(1)(2) ------------ Total 2,586,343(1)(2) Other than Louis Berkman, the only other officer and/or director of The Louis Berkman Company who beneficially owns Common Shares is Robert A. Paul. As of the date of this report, Robert A. Paul, a director and the President of the Issuer, beneficially owns 164,155 Common Shares. (1) (3). - ---------- (1) Includes 1,266 Common Shares held by The Louis and Sandra Berkman Foundation, of which Louis Berkman and Robert A. Paul are trustees. Louis Berkman and Robert A. Paul disclaim beneficial ownership of such shares. (2) Includes options to purchase 120,000 Common Shares. (3) Includes options to purchase 120,000 Common Shares. Excludes 2,250,189 Common Shares beneficially owned by The Louis Berkman Company and 13,767 Common Shares owned by Robert A. Paul's wife, who is the daughter of Louis Berkman. Robert A. Paul disclaims beneficial ownership of the shares owned by his wife. (b) The Louis Berkman Company has sole voting and dispositive powers over the 2,250,189 which it owns directly. Louis Berkman has sole voting and dispositive powers over the 334,888 Common Shares which he beneficially owns directly. Because of his control of The Louis Berkman Company, Louis Berkman may be deemed to share voting and dispositive powers over the shares held by The Louis Berkman Company. Louis Berkman and Robert A. Paul share voting and dispositive powers over the 1,266 Common Shares held by -5- The Louis and Sandra Berkman Foundation. Robert A. Paul has sole voting and dispositive powers over the 162,889 Common Shares beneficially owned directly by him. (c) During the last sixty (60) days, the only transactions in the Common Shares of the Issuer by the persons named in response to paragraph (a) of this Item were the following open market purchases on the New York Stock Exchange: Purchaser: The Louis Berkman Company - ---------- ------------------------- Price Per Share Transaction Date Number of Shares Purchased (Excluding Commission) - ---------------- -------------------------- --------------------- 3/20/00 10,000 $ 11.00 3/20/00 4,500 $10.875 4/26/00 11,500 $ 11.00 4/27/00 2,000 $ 11.00 5/3/00 700 $ 11.00 5/4/00 4,400 $ 11.00 5/5/00 1,400 $ 11.00 5/9/00 3,500 $ 11.00 5/10/00 9,600 $ 11.00 5/11/00 100 $ 11.00 5/12/00 4,800 $ 11.00 (d) Not applicable. (e) Not applicable. -6- 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. Dated: May 16, 2000 /s/ Louis Berkman ------------------------------ Louis Berkman THE LOUIS BERKMAN COMPANY /s/ Louis Berkman ------------------------------ By: Louis Berkman, President -7- -----END PRIVACY-ENHANCED MESSAGE-----