-----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, ArrrC8gsprT3Dv8+He+S5sMWGXDldjUf9dypht+lXzZLjhFyb8Iv7BsahciIe4wU eBHs3rTc6VWTkTjASq2E9g== 0000030099-94-000061.txt : 19941006 0000030099-94-000061.hdr.sgml : 19941006 ACCESSION NUMBER: 0000030099-94-000061 CONFORMED SUBMISSION TYPE: 424B2 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19941005 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: DRESSER INDUSTRIES INC /DE/ CENTRAL INDEX KEY: 0000030099 STANDARD INDUSTRIAL CLASSIFICATION: 3561 IRS NUMBER: 750813641 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 424B2 SEC ACT: 1933 Act SEC FILE NUMBER: 033-30821 FILM NUMBER: 94551736 BUSINESS ADDRESS: STREET 1: 1600 PACIFIC STREET 2: P O BOX 718 CITY: DALLAS STATE: TX ZIP: 75221 BUSINESS PHONE: 2147406000 MAIL ADDRESS: STREET 1: P.O. BOX 718 CITY: DALLAS STATE: TX ZIP: 75221 424B2 1 PROSPECTUS DATED AUGUST 28, 1989 The document is filed pursuant to Rule 424 (b)(2). Registrant's Registration Statement on Form S-8, Registration No. 33-30821. Prospectus Supplement To Prospectus dated August 28, 1989 ----------------------------------- The information contained in the Prospectus dated August 28, 1989 under the heading "SELLING STOCKHOLDERS" is supplemented and restated and "GENERAL INFORMATION ABOUT DRESSER'S CAPITAL STOCK TO BE REGISTERED" is supplemented as set forth on the following pages. The date of this Prospectus Supplement is April 25, 1994. SELLING SECURITY HOLDERS This Prospectus relates to shares of Common Stock that have been acquired under the Plan by the Selling Stockholders. The address of each of the Selling Stockholders is c/o Dresser Industries, Inc., P.O. Box 718, Dallas, Texas 75221. Each of the Selling Stockholders is and has been a director of Dresser for each of the last three years except for Messrs. Eagleburger and Pye who have been directors since March 1993. The following table sets forth the (a) number of shares of Common Stock each Selling Stockholder beneficially owned as of March 31, 1994; (b) the number of shares of Common Stock acquired by each Selling Stockholder pursuant to the Plan and being registered hereby, some or all of which shares may be sold pursuant to this Prospectus; and (c) the number of shares of Common Stock and the percentage, if 1% or more, of the total class of Common Stock outstanding to be beneficially owned by each Selling Stockholder following this offering, assuming the sale pursuant to this offering of all shares acquired by such Selling Stockholder pursuant to the Plan and registered hereby. There is no assurance that any of the Selling Stockholders will sell any or all of the shares offered by them hereunder. Shares Shares Shares of Common Beneficially of Stock Owned After Common Covered this Offering Stock by this -------------- Beneficially Prospectus Per- Owned (2) (3) Number cent ------------ ---------- ------ ----- Samuel B. Casey 6,022 6,022 0 * Lawrence S. Eagleburger 875 764 111 * Rawles Fulgham 16,000 8,662 7,338 * John A. Gavin 8,822 4,596 4,226 * Ray L. Hunt (1) 144,602 6,076 138,526 * Lionel H. Olmer 7,259 4,596 2,663 * A. Kenneth Pye 11,664 764 10,900 * Richard W. Vieser 4,772 2,626 2,146 * * Less than 1%. (1) Shares shown, in which Mr. Hunt disclaims beneficial interest, are owned by trusts for the benefit of Mr. Hunt's children. Mr. Hunt and his wife serve as members of an advisory board for each trust. (2) Shares received pursuant to the September 4, 1990 stock split are respectively, Casey, 1,627; Fulgham, 2,920; Gavin, 887; Hunt, 1,627 and Olmer, 887. (3) Directors serving terms of less than 24 months are granted stock pro rata based on the number of months of service during the period. GENERAL INFORMATION ABOUT DRESSER'S CAPITAL STOCK TO BE REGISTERED Miscellaneous ------------- Holders of the Common Stock are not entitled to pre-emptive rights. The outstanding shares of Common Stock are fully paid and non-assessable. Outstanding shares of Common Stock are listed on the New York and Pacific Stock Exchanges. The Registrars of the Common Stock are: Dallas, Texas Chemical Shareholders Services Group, Inc. New York, New York Harris Trust Co. of New York The Transfer Agents of the Common Stock are: Dallas, Texas Dresser Industries, Inc. New York, New York Harris Trust Co. of New York -----END PRIVACY-ENHANCED MESSAGE-----