UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                                Washington, DC 20549

                                    SCHEDULE 13g

                     Under the Securities Exchange Act of 1934.

                            (Amendment No. Twelve (12))*

                                SHAW INDUSTRIES, INC.
                                  (Name of Issuer)

                             COMMON STOCK, NO PAR VALUE
                            (Title of Class of Securities)

                                     820286 10 2
                                   (CUSIP Number)

     Check the following box if a fee is being paid with this statement.  (A fee
is not required only if the filing person:  (1) has a previous statement on file
reporting  beneficial  ownership  of more  that  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).

     *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 the disclosures provided in a prior cover page.

     The  information  required in 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).



                                                 Page 1 of 5 pages


CUSIP NO. 820286 10 2       13G

 1. NAME REPORTING PERSON
       S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
              ROBERT E. SHAW
              ###-##-####

 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
              (a)
              (b)

 3. (SEC USE ONLY)

 4. CITIZENSHIP OR PLACE OF ORGANIZATION
              UNITED STATES OF AMERICA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

 5. SOLE VOTING POWER
              6,713,348

 6. SHARED VOTING POWER
                567,840

 7. SOLE DISPOSITIVE POWER
              6,713,348

 8. SHARED DISPOSITIVE POWER
                567,840

 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
              7,281,188

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
              5.34%

12. TYPE OF REPORTING PERSON

              IN
 
Page 2 of 5 pages



Item 1(a) Name of Issuer

         Shaw Industries, Inc.

Item 1(b) Address of Issuer's Principal Executive Offices:

         616 East Walnut Avenue
         P.O. Drawer 2128
         Dalton, Georgia 30722-2128

Item 2(a) Name of Person Filing:

         Robert E. Shaw

Item 2(b) Address of Principal Business Office or, it none, Residence

         616 East Walnut Avenue
         P.O. Drawer 2128
         Dalton, Georgia 30722-2128

Item 2(c) Citizenship

         United States of America

Item 2(d) Title of Class of Securities:

         Common Stock, no par value

Item 2(e) CUSIP Number:

         820286 10 2

Item 3 If this  Statement is filed  Pursuant to Rules 13d-1(b) or 13d-2(b),
Check whether the Person is a:
         Not Applicable



                                                 Page 3 of 5 pages


Item 4 Ownership:

         (a) Amount Beneficially Owned:  7,281,188

         (b) Percent of Class  5.34%

         (c) Number of shares as to which such person has:

                     (i)        sole power to vote or to direct the vote:
                                6,713,348
                     (ii)       shared power to vote or to direct the vote:
                                567,840
                     (iii)      sole power to dispose or to direct the
                                disposition of:
                                6,713,348
                     (iv)       shared power to dispose or to direct the
                                disposition of:
                                567,840

Item 5 Ownership of Five Percent or Less of a Class:

         Not Applicable

Item 6 Ownership of More than Five Percent of Behalf of Another Person:

     See information  reported separately on Schedule 13G by J. C. Shaw, brother
of the reporting person.

Item 7 Identification  and  Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company:

              Not Applicable

Item 8 Identification and Classification of Members of the Group:

              Not Applicable


                                                 Page 4 of 5 pages



Item 9 Notice of Dissolution of Group:

         Not Applicable

Item 10 Certification:

         Not Applicable

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.

     The undersigned  expressly declares that the filing of this statement shall
not be construed as an  admission  that he is, for purposes of Section  13(d) or
139g) of the Act, the beneficial owner of the securities reported in response to
Item 4 (c) (ii) and (iv) and Item 6.

Date:                 February 13, 1996

Signature:            Robert E. Shaw

Name:                 Robert E. Shaw








                                                 Page 5 of 5 pages