-----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, WPd0MylpR4QPQqF9DA6hGW4ws4s/hnhsAgHHcVBvN5bqq7Jsy8EhQ13D3JDphjXO T4FSaxosFnqfd+GnNgrl1Q== 0000064782-95-000189.txt : 19950515 0000064782-95-000189.hdr.sgml : 19950515 ACCESSION NUMBER: 0000064782-95-000189 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950214 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ERIE INDEMNITY CO CENTRAL INDEX KEY: 0000922621 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 250466020 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-44061 FILM NUMBER: 95510824 BUSINESS ADDRESS: STREET 1: 100 ERRIE INSURANCE PL CITY: ERIE STATE: PA ZIP: 16530 BUSINESS PHONE: 8148702000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MELLON BANK CORP CENTRAL INDEX KEY: 0000064782 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 251233834 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ONE MELLON BANK CENTER STREET 2: 500 GRANT ST CITY: PITTSBURGH STATE: PA ZIP: 15258-0001 BUSINESS PHONE: 4122345000 FORMER COMPANY: FORMER CONFORMED NAME: MELLON NATIONAL CORP DATE OF NAME CHANGE: 19841014 SC 13G 1 ERIE INDEMNITY COMPANY 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) NAME OF ISSUER: Erie Indemnity Company TITLE OF CLASS OF SECURITIES: Erie Indemnity Company Class B Common Stock CUSIP NUMBER 29530P-201 Check the following box if a fee is being paid with this statement: [ X ] CUSIP NO. 29530P-201 (1) Names of Reporting Persons MELLON BANK, N.A. SS or IRS Identification Nos. IRS No. 25-0659306 of Above Persons (2) Check the Appropriate Box (a) if a Member of a Group (See Instructions) (b) (3) SEC Use Only (4) Citizenship or Place United States of Organization Number of Shares (5) Sole Voting Beneficially Power 0 Owned by Each Reporting Person With (6) Shared Voting Power 2,340 (7) Sole Dispositive Power 0 (8) Shared Dispositive Power 2,340 (9) Aggregate Amount Beneficially Owned by Each Reporting Person 2,340 (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) (11) Percent of Class Represented 76.2 by Amount in Row (9) (12) Type of Reporting Person BK (See Instructions) - 2(a) - CUSIP NO. 29530P-201 (1) Names of Reporting Persons H.O. HIRT TRUSTS SS or IRS Identification Nos. IRS No. 25-6220688 of Above Persons and 25-6220689 (2) Check the Appropriate Box (a) if a Member of a Group (See Instructions) (b) (3) SEC Use Only (4) Citizenship or Place United States of Organization Number of Shares (5) Sole Voting Beneficially Power 2,340 (1) Owned by Each Reporting Person With (6) Shared Voting Power 0 (7) Sole Dispositive Power 2,340 (1) (8) Shared Dispositive Power 0 (9) Aggregate Amount Beneficially Owned by Each Reporting Person 2,340 (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) (11) Percent of Class Represented 76.2 by Amount in Row (9) (12) Type of Reporting Person OO (See Instructions) (1) The H.O. Hirt Trusts act through their trustees. See item 4. - 2(b) - CUSIP NO. 29530P-201 (1) Names of Reporting Persons SUSAN HIRT HAGEN SS or IRS Identification Nos. of Above Persons (2) Check the Appropriate Box (a) if a Member of a Group (See Instructions) (b) (3) SEC Use Only (4) Citizenship or Place United States of Organization Number of Shares (5) Sole Voting Beneficially Power 12 Owned by Each Reporting Person With (6) Shared Voting Power 1,170 (7) Sole Dispositive Power 12 (8) Shared Dispositive Power 1,170 (9) Aggregate Amount Beneficially Owned by Each Reporting Person 1,182 (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) X X See item 4. (11) Percent of Class Represented 38.5 by Amount in Row (9) (12) Type of Reporting Person IN (See Instructions) - 2(c) - CUSIP NO. 29530P-201 (1) Names of Reporting Persons F. WILLIAM HIRT SS or IRS Identification Nos. of Above Persons (2) Check the Appropriate Box (a) if a Member of a Group (See Instructions) (b) (3) SEC Use Only (4) Citizenship or Place United States of Organization Number of Shares (5) Sole Voting Beneficially Power 10 Owned by Each Reporting Person With (6) Shared Voting Power 1,170 (7) Sole Dispositive Power 10 (8) Shared Dispositive Power 1,170 (9) Aggregate Amount Beneficially Owned by Each Reporting Person 1,180 (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) (11) Percent of Class Represented 38.4 by Amount in Row (9) (12) Type of Reporting Person IN (See Instructions) - 2(d) - SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Under the Securities and Exchange Act of 1934) Introductory Statement: The Reporting Persons filing this Schedule 13G do not believe that they constitute members of a group and are filing this statement jointly pursuant to Rule 13d-1(f). See Exhibit A. Item 1(a) Name of Issuer: Erie Indemnity Company (the "Company") Item 1(b) Address of Issuer's Principal Executive Offices: 100 Erie Insurance Place Erie, PA 16530 Item 2 (a) Name of Person Filing: Mellon Bank, N.A. H.O. Hirt Trusts (the "Trusts") Susan Hirt Hagen F. William Hirt Item 2(b) Address of Principal Business Office, or if None, Residence: Mellon Bank, N.A. One Mellon Bank Center Pittsburgh, Pennsylvania 15258 H.O. Hirt Trusts c/o Mellon Bank, N.A. One Mellon Bank Center Pittsburgh, PA 15258 Suite 100 Erie, Pennsylvania 16507 Susan Hirt Hagen c/o Erie Indemnity Company 100 Erie Insurance Place Erie, Pennsylvania 16530 F. William Hirt c/o Erie Indemnity Company 100 Erie Insurance Place Erie, Pennsylvania 16530 Item 2(c) Citizenship: Mellon Bank, N.A. - United States of America H. O. Hirt Trusts - United States of America Susan Hirt Hagen - United States of America F. William Hirt - United States of America - 3 - SCHEDULE 13G (Continued) Item 2(d) Title of Class of Securities: Class B Common Stock, no par value (the "Class B Common Stock"), stated value of $70.00 per share. Item 2(e) CUSIP Number: 29530P-201 Item 3 Statement Filed Pursuant to Rule 13d-1(b) or Rule 13d-2(b). Inapplicable Item 4 Ownership: (a) Amount Beneficially Owned As calculated under rule 13d-3, the Trusts beneficially own, as of December 31, 1994, 2,340 shares, or 76.2% of the Class B Common Stock. The Trusts, acting through the trustees, have sole voting power and sole investment power over all 2,340 shares beneficially owned by the Trusts. Susan Hirt Hagen is a trustee of the Trusts and, in such capacity, shares voting and investment power over all 2,340 shares beneficially owned by the Trusts. Susan Hirt Hagan is also the beneficiary of one of the H.O. Hirt Trusts which holds 1,170 shares, or 38.1% of the Class B Common Stock for her benefit. Susan Hirt Hagen is the direct beneficial owner of 12 shares of Class B Common Stock. These holdings do not include 1 share owned by the Hagen Family Limited Partnership of which Susan Hirt Hagen is a limited partner without voting or dispositive power over the share and 2 shares owned by her husband, Thomas B. Hagen. Susan Hirt Hagen disclaims beneficial ownership of the 2 shares owned by Thomas B. Hagen. F. William Hirt is a trustee of the Trusts and, in such capacity, shares voting and investment power over all 2,340 shares beneficially owned by the Trusts. F. William Hirt is also the beneficiary of one of the H.O. Hirt Trusts which holds 1,170 shares, or 38.1% of the Class B Common Stock for his benefit. In addition, F. William Hirt is the direct beneficial owner of 10 shares of Class B Common Stock. Mellon Bank, N.A. is a trustee of the Trusts, and in such capacity, shares voting and investment power over all 2,340 shares beneficially owned by the Trusts. 4 - SCHEDULE 13G (Continued) (b) Percent of Class H.O. Hirt Trusts, Mellon Bank, N.A., Susan Hirt Hagen, and F. William Hirt as trustees - 76.22% Susan Hirt Hagen - 38.5% F. William Hirt - 38.4% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: The Trusts, acting through the trustees Susan Hirt Hagen, F. William Hirt and Mellon Bank, N.A. have the sole right to vote the 2,340 shares held of record by the Trusts. Susan Hirt Hagen has the sole right to vote the 12 shares she holds directly. F. William Hirt has the sole right to vote the 10 shares he holds directly. (ii) shared power to direct the vote: Not applicable (iii) sole power to dispose or to direct the disposition of: H.O. Hirt Trusts, Mellon Bank, N.A., Susan Hirt Hagen, and F. William Hirt as trustees - 2,340 shares Susan Hirt Hagen - 12 shares F. William Hirt - 10 shares (iv) shared power to dispose or to direct the disposition of: Not applicable Item 5 Ownership of Five Percent or Less of a Class: Inapplicable Item 6 Ownership of More than Five Percent on Behalf of Another Person: The H.O. Hirt Trust for which Mellon Bank, N.A., F. William Hirt and Susan Hirt Hagen are the Co-Trustees was created by the settlor H.O. Hirt and continues for the benefit of his issue. - 5 - SCHEDULE 13G (Continued) Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company: Inapplicable Item 8 Identification and Classification of Members of the Group: Inapplicable Item 9 Notice of Dissolution of Group: Inapplicable Item 10 Certification. Inapplicable - 6 - SIGNATURE After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information as to it set forth in this statement is true, complete and correct. Date: February 14, 1995 THE H.O. HIRT TRUSTS By: MELLON BANK, N.A. TRUSTEE /s/ Stephen A. Yoder By: Stephen A. Yoder Assistant General Counsel Date: February 14, 1995 /s/ Susan Hirt Hagen Susan Hirt Hagen Date: February 14, 1995 /s/ F. William Hirt F. William Hirt Date: February 14, 1995 MELLON BANK, N.A. TRUSTEE /s/ Stephen A. Yoder By: Stephen A. Yoder Assistant General Counsel Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001). - 7 - EXHIBIT INDEX Sequentially Exhibit Description Numbered Page A Joint Filing Statement 9 - 8 - Exhibit A Joint Filing Statement In accordance with Rule 13d-1(f) promulgated pursuant to the Securities Exchange Act of 1934, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G, including amendments thereto, with respect to the Class B Common Stock of Erie Indemnity Company and further agree that this Joint Filing Statement be included as an Exhibit to such joint filing. Date: February 14, 1995 MELLON BANK, N.A. AS TRUSTEE OF THE H.O. HIRT TRUSTS /s/ Stephen A. Yoder By: Stephen A. Yoder Assistant General Counsel Date: February 14, 1995 /s/ Susan Hirt Hagen Susan Hirt Hagen Date: February 14, 1994 /s/ F. William Hirt F. William Hirt - 9 - -----END PRIVACY-ENHANCED MESSAGE-----