-----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, Pk5njqeShApNwjd0LBcHTO5PVobIkaPkgqMGEuCk/vxUYBX1WruRCmmrVYdaqyHo s3bUoTg/d1Dsp3nJplqDLQ== 0000950114-97-000067.txt : 19970222 0000950114-97-000067.hdr.sgml : 19970222 ACCESSION NUMBER: 0000950114-97-000067 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970214 SROS: NASD SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GREEN A P INDUSTRIES INC CENTRAL INDEX KEY: 0000826619 STANDARD INDUSTRIAL CLASSIFICATION: STRUCTURAL CLAY PRODUCTS [3250] IRS NUMBER: 430899374 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39125 FILM NUMBER: 97535571 BUSINESS ADDRESS: STREET 1: GREEN BLVD CITY: MEXICO STATE: MO ZIP: 65265 BUSINESS PHONE: 3144733626 FORMER COMPANY: FORMER CONFORMED NAME: A P GREEN INDUSTRIES INC DATE OF NAME CHANGE: 19900619 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MERCANTILE BANCORPORATION INC CENTRAL INDEX KEY: 0000064907 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 430951744 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: P O BOX 524 STREET 2: P O BOX 524 CITY: ST LOUIS STATE: MO ZIP: 63166-0524 BUSINESS PHONE: 3144252525 MAIL ADDRESS: STREET 1: P O BOX 524 CITY: ST LOUIS STATE: MO ZIP: 63166-0524 FORMER COMPANY: FORMER CONFORMED NAME: MERCANTILE TRUST CO DATE OF NAME CHANGE: 19720229 SC 13G/A 1 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment # 5 A. P. Green Industries, Inc. - --------------------------------------------------------------- (Name of Issuer) Common Stock, $1.00 Par Value - --------------------------------------------------------------- (Title of Class of Securities) 393059100 - --------------------------------------------------------------- CUSIP Number Check the following box if a fee is being paid with this statement. / / CUSIP NO. 393059100 1) Names of Reporting Persons Mercantile Bancorporation Inc. S.S. or I.R.S. Identifica- tion Nos. of above Persons 43-0951744 2) Check the appropriate Box if a member of a group (a) (b) 3) SEC Use Only 4) Citizenship or Place of Organization Missouri (5) Sole Voting Power 74 Number Of Shares Beneficially (6) Shared Voting Power 1,012,546 Owned by Each Reporting (7) Sole Dispositive Power 1,012,546 Person With (8) Shared Dispositive Power 74 9) Aggregate Amount Beneficially Owned by Each Reporting Person 1,012,620 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares 11) Percent of Class Represented by Amount in Row 9 11.3% 12) Type of Reporting Person H. C. Page 1 of 5 2 [FN] The filing of this Statement on Schedule 13G by Mercantile Bancorporation Inc. ("MBI") does not constitute, and should not be construed as, an admission of beneficial ownership of any of the securities described herein by it, by its subsidiary Mercantile Bank National Association, or by any trusts for which MBNA is trustee. Nor is the filing of this statement an admission by any of said parties that they are required to file this statement. In fact, MBI, MBNA, A. P. Green Industries, Inc. 401(k) Plan - Stock Fund Trust and the A. P. Green Industries, Inc. Hourly Investment Plan-Stock Fund Trust each specifically disclaim beneficial ownership of 1,012,620 shares of A. P. Green Industries, Inc. $1.00 par value Common Stock included below which shares are held in the aforementioned Trusts, with MBNA as Trustee. Item 1(a) Name of Issuer: A. P. Green Industries, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: Green Boulevard Mexico, Mo 65265 Item 2(a) Name of Person Filing: This filing is made by Mercantile Bancorporation Inc. as a Parent Holding Company pursuant to section 240.13d-1(b)(ii)(G) on behalf of its subsidiary identified in "Exhibit A" hereto. Item 2(b) Address of Principal Business Offices or, if none, Residence: #1 Mercantile Center St. Louis, Missouri 63101 Item 2(c) Citizenship MBI is a corporation organized and existing under the laws of the State of Missouri, with its principal location in the State of Missouri. Item 2(d) Title of Class of Securities: A. P. Green Industries, Inc. Common Stock, $1.00 Par Value Per Share Item 2(e) CUSIP Number: 393059100 Item 3. If this Statement is filed pursuant to Rules 13d-1(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 240.13d-1(b)(1)(ii)(F) (g) [x] Parent Holding Company, in accordance with 240.13d-1(b)(ii)(G) (h) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(H) Page 2 of 5 3 Item 4. Ownership. (a)Amount Beneficially Owned: 1,012,620 (b)Percent of Class: 11.3% (c)Number of shares as to which such person has: (i) sole power to vote or to direct the vote 74 (ii) shared power to vote or to direct the vote 1,012,546 (iii) sole power to dispose or to direct the disposition of 1,012,546 (iv) shared power to dispose or to direct the disposition of 74 - -------------------- 1,012,546 of the shares included above in the shared power to vote and sole power to dispose totals are held by MBI's subsidiary, MBNA, as Trustee for the A. P. Green Industries, Inc. 401(k) Plan-Stock Fund Trust and the A. P. Green Industries, Inc. Hourly Investment Plan-Stock Fund Trust. Participants in these two trusts have the right to direct the Trustee in the voting of Common Stock allocated to their accounts on all matters required to be submitted to a vote of shareholders. If no directions are received as to voting of allocated shares, the Trustee votes such shares in the same proportion as the allocated shares for which the Trustee receives directions. The unallocated shares of Common Stock also are voted by the Trustee in the same proportion as the allocated shares for which the Trustee receives directions from participants. MBNA disclaims beneficial ownership as to the 1,012,546 shares of Common Stock held by it in its capacity as Trustee of the aforementioned Trusts. The remainder of the shares included above are held by MBNA as trustee in various other trust accounts.
Item 5. Ownership of Five Percent or Less of a Class. Not Applicable Item 6. Ownership of More than Five Percent on Behalf of Another Person. Over 5% (1,012,546 shares) of the outstanding securities of the class reported herein are held by MBNA as trustee for the A. P. Green Industries, Inc. 401(k) Plan - Stock Fund Trust and the A. P. Green Industries, Inc. Hourly Investment Plan-Stock Fund Trust. Pursuant to the terms of the A. P. Green Industries, Inc. 401(k) Plan - Stock Fund Trust and the A. P. Green Industries, Inc. Hourly Investment Plan-Stock Fund Trust and the related plans, participants are entitled to receive certain distributions of assets held by the aforementioned Trusts. Such distributions may include dividends in or proceeds from the sale of the shares of Common Stock reflected in this Schedule 13G. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See Exhibit A Item 8. Identification and Classification of Members of the Group. Not Applicable Item 9. Notice of Dissolution of Group. Not Applicable Page 3 of 5 4 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. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth on this statement is true, complete and correct. Dated: 2/12/97 Mercantile Bancorporation Inc. By /s/ Janie Greenwood Harris - --------------------------------------- Janie Greenwood Harris, Senior Attorney Page 4 of 5 5 EXHIBIT A Item 7. Identification of Relevant Subsidiaries Name Item 3 Classification -------------------------------------------------------------------- Mercantile Bank N.A. Bank Mercantile Trust Company N.A. Trust Company Page 5 of 5
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