-----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, IoLC9YUMd5ILYI1eQqg8zbwk2K+Y5PBhZSUeBn2fPAxNex2kNhkNuBmz1psp2k9Y NIUGd4s/HzoOPAIq3iPRAw== 0000950128-97-000033.txt : 19970120 0000950128-97-000033.hdr.sgml : 19970120 ACCESSION NUMBER: 0000950128-97-000033 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970117 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WESTINGHOUSE ELECTRIC CORP CENTRAL INDEX KEY: 0000106413 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 250877540 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-33345 FILM NUMBER: 97507618 BUSINESS ADDRESS: STREET 1: WESTINGHOUSE BLDG STREET 2: 11 STANWIX STREET CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4122442000 FORMER COMPANY: FORMER CONFORMED NAME: WESTINGHOUSE ELECTRIC & MANUFACTURING CO DATE OF NAME CHANGE: 19710510 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WESTINGHOUSE ELECTRIC CORP CENTRAL INDEX KEY: 0000106413 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 250877540 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: WESTINGHOUSE BLDG STREET 2: 11 STANWIX STREET CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4122442000 FORMER COMPANY: FORMER CONFORMED NAME: WESTINGHOUSE ELECTRIC & MANUFACTURING CO DATE OF NAME CHANGE: 19710510 SC 13D/A 1 WESTINGHOUSE ELEC. CORP. (WPIC CORPORATION) 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Westinghouse Electric Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock, par value $1.00 per share ---------------------------------------------------------------- (Title of Class of Securities) 960402 ---------------------------------------------------------------- (CUSIP Number) Michael T. Sweeney Assistant General Counsel Westinghouse Electric Corporation, Westinghouse Building 11 Stanwix Street Pittsburgh, PA 15222 (412) 642-3343 ---------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 16, 1997 ---------------------------------------------------------------- (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 Rule 13d-1(b)(3) or (4), check the following box [ ]. 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 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 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 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). 2
CUSIP No. 960402 --------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON WPIC CORPORATION 25-1350122 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 (See Amended Item 3) 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Incorporated in Delaware 7 SOLE VOTING POWER 25,000,656 (see Amended Item 5) NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 0 EACH REPORTING PERSON WITH 9 SOLE DISPOSITIVE POWER 25,000,656 (see Amended Item 5) 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,000,656 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Approximately 4.1% (based on the number of shares outstanding as of December 31, 1996) 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT!
3 The Schedule 13D filed on January 15, 1996 by WPIC Corporation ("WPIC"), as amended, is hereby further amended by this Amendment No. 4 as follows: 1. Item 4 is amended to report the sale of 2,371,222 shares of Westinghouse Electric Corporation ("Westinghouse") common stock ("Common Stock") owned by the Executive Deferred Compensation Trust ("Deferred Trust"). The purpose of the sale was to meet certain payment obligations of the Deferred Trust. WPIC was the beneficial owner of the Common Stock sold by the Deferred Trust. 2. Item 5 is amended to report that effective January 16, 1997, WPIC beneficially owned an aggregate of 25,000,656 shares of Common Stock. Based on the 607,952,362 shares of Common Stock outstanding as of December 31, 1996, WPIC was the beneficial owner of approximately 4.1% of the outstanding shares of Common Stock. Except as described in numbered paragraph 1 above, no transactions in shares of Common Stock have been effected by WPIC, since its last Schedule 13D Filing, or, to the best of WPIC's knowledge, any person identified in Schedule I hereto. 4 WPIC has the sole power to dispose of and vote 25,000,656 shares of Common Stock. The persons identified in Schedule I have the sole power to direct the disposition of and vote the shares of Common Stock beneficially owned by them as set forth herein above. 3. Any information previously included in the Schedule 13D, as amended, and not revised or modified as described in this Amendment No. 4, remains unchanged. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Amendment No. 4 is true, complete and correct. WPIC CORPORATION Dated: January 17, 1997 By: /s/ JULIE FORSYTHE -------------------------- Name: Julie Forsythe Title: Vice President and Assistant Treasurer
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