THIS DOCUMENT IS A COPY OF THE SCHEDULE 13G FILED ON FEBRUARY 18, 1997
PURSUANT TO A RULE 201 TEMPORARY HARDSHIP EXEMPTION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Swisher International Group Inc.
(Name of Issuer)
Class A Common Stock (par value $.01 per share)
(Title of Class of Securities)
870809100
(CUSIP Number)
Check the following box if a fee is being paid with this statement. ( )
The information required in the remainder of this cover page (except any items
to which the form provides a cross-reference) 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.
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CUSIP No.870809100
_________________________
1) Names of Reporting Person
Hay Island Holding Corporation
S.S. or I.R.S. Identification No. of Above Person
__________
2) Check the Appropriate box if a Member of a Group
(a) ( ) Sole
(b) ( X) Joint Filing
3) SEC Use Only
4) Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:
5) Sole Voting Power
28,100,000*
*Reporting Person holds 28.1 million shares representing all of the
outstanding Class B Common Stock of the Issuer which is convertible at any
time into 28.1 million shares of Class A Common Stock of the Issuer on a one
for one basis. Each share of Class A Common Stock entitles its holder to one
vote and each share of Class B Common Stock entitles its holder to ten votes.
There are 6 million shares of Class A Common Stock outstanding, making the
total outstanding for Class A and Class B shares in the aggregate 34.1 million
shares.
6) Shared Voting Power
- 0 -
7) Sole Dispositive Power
28,100,000*
*(See response to 5 above)
8) Shared Dispositive Power
- 0 -
9) Aggregate Amount Beneficially Owned by Each Reporting Person
28,100,000*
*(See response to 5 above)
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(___)
11) Percent of Class Represented by Amount in Row 9
82.4%*
* (See response to 5 above.)
12) Type of Reporting Person
CO<PAGE>
CUSIP No.870809100
________________________
1) Name of Reporting Person
William Ziegler, III (individually and as trustee of the Trust for
his benefit under the will of William Ziegler, Jr. (The "Ziegler Trust") and
the Trust for his benefit under the will of Helen M. Rivoire (the
"Rivoire Trust"))
S.S. or I.R.S. Identification No. of Above Person
_________________________
2) Check the Appropriate box if a Member of a Group
(a) ( ) Sole
(b) ( X) Joint Filing
3) SEC Use Only
4) Citizenship or Place of Organization
U.S.A.
Number of Shares Beneficially Owned by Each Reporting Person With:
5) Sole Voting Power
200
6) Shared Voting Power
28,100,000*
*15,328,550 shares of Class B Common Stock of the Issuer are held indirectly
by the Reporting Person as co-Trustee of a Trust U/W/O Helen M. Rivoire F/B/O
William Ziegler, III (the "Rivoire Trust"); 9,579,290 shares of Class B Common
Stock of the Issuer are held indirectly by the Reporting Person as co-Trustee
of a Trust U/W/O William Ziegler, Jr. F/B/O William Ziegler, III (the "Ziegler
Trust"); 3,192,160 shares of Class B Common Stock of the Issuer are held
indirectly by the Reporting Person as a shareholder of 11.36% of the stock of
Hay Island Holding Corporation ("Hay Island") which holds 28,100,000 shares
of Class B Common Stock of the Issuer. The Rivoire Trust and the Ziegler
Trust own 54.55% and 34.09% of Hay Island, respectively. Mr. Ziegler
disclaims beneficial ownership of the shares of Class B Common Stock held by
the Rivoire Trust and the Ziegler Trust.
Each share of Class B Common Stock of the Issuer is convertible at any time
into one share of the Class A Common Stock of the Issuer. Each share of Class
A Common Stock entitles its owner to one vote and each share of Class B Common
Stock entitles it holder to ten votes. There are 6 million shares of Class A
Common Stock outstanding and 28.1 million shares of Class B Common Stock
outstanding.
7) Sole Dispositive Power
200
8) Shared Dispositive Power
28,100,000*
*See response to 6 above.
9) Aggregate Amount Beneficially Owned by Each Reporting Person
28,100,000*
*See response to 6 above.
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares ( )
11) Percent of Class represented by amount in Row (9)
82.4%*
*See response to 6 above.
!2) Type of Reporting Person
IN<PAGE>
CUSIP No.870809100
_________________________
1) Name of Reporting Person
First Union Bank of Connecticut
S.S. or I.R.S. Identification No. of Above Person
_____________________
2) Check the Appropriate box if a Member of a Group
(a) ( ) Sole
(b) ( X) Joint Filing
3) SEC Use Only
4) Citizenship or Place of Organization
Connecticut
Number of Shares Beneficially Owned by Each Reporting Person With:
5) Sole Voting Power
-0-
6) Shared Voting Power
28,100,000*
*15,328,550 shares of Class B Common Stock of the Issuer are held indirectly
by the Reporting Person as co-Trustee of a Trust U/W/O Helen M. Rivoire F/B/O
William Ziegler, III (the "Rivoire Trust"); 9,579,290 shares of Class B Common
Stock of the Issuer are held indirectly by the Reporting Person as co-Trustee
of a Trust U/W/O William Ziegler, Jr. F/B/O William Ziegler, III (the "Ziegler
Trust"); The Rivoire Trust and the Ziegler Trust own 54.55% and 34.09%
respectively of the stock of Hay Island Holding Corporation ("Hay Island")
which holds 28,100,000 shares of Class B Common Stock of the Issuer. The
Reporting Person disclaims beneficial ownership of the shares of Class B
Common Stock held indirectly by the Rivoire Trust and the Ziegler Trust.
Each share of Class B Common Stock of the Issuer is convertible at any time
into one share of the Class A Common Stock of the Issuer. Each share of Class
A Common Stock entitles its holder to one vote and each share of Class B
Common Stock entitles its holder to ten votes. There are 6 million shares of
Class A Common Stock outstanding and 28.1 million shares of Class B Common
Stock outstanding.
7) Sole Dispositive Power
-0-
8) Shared Dispositive Power
28,100,000*
*See response to 6 above.
9) Aggregate Amount Beneficially Owned by Each Reporting Person
28,100,000*
*See response to 6 above.
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares ( )
11) Percent of Class represented by amount in Row (9)
82.4%*
*See response to 6 above.
12) Type of Reporting Person
CO<PAGE>
Item 1(a). Name of Issuer: Swisher International Group Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
20 Thorndal Circle
Darien, CT 06820
Item 2(a). Name of Person Filing:
Hay Island Holding Corporation
William Ziegler, III
First Union Bank of Connecticut
Item 2(b). Address of Principal Business Office;
Hay Island Holding Corporation
William Ziegler, III
20 Thorndal Circle
Darien, CT 06820
First Union Bank of Connecticut
300 Main Street
Stamford, CT 06904
Item 2(c). Citizenship or Place of Organization:
See Item 4 of cover pages
Item 2(d). Title of Class of Securities:
Class A Common Stock.*
* Reporting Persons hold indirectly shares of the Class B Common Stock of the
Issuer which is convertible at any time into shares of Class A Common Stock of
the Issuer on an one to one basis. A share of Class A Common Stock entitles
its holder to one vote; a share of Class B Common Stock entitles its holder to
ten votes.
Item 2(e). CUSIP Number:870809100
________________
Item 3. Information if statement is filed pursuant to Rules 13d-1(b) or
13d-2(b):
Not Applicable.
Item 4. Ownership
(a) Amount Beneficially Owned as of: December 31, 1996
See Item 9 of cover pages
(b) Percent of Class:
See Item 11 of cover pages
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the disposition
(iv) shared power to dispose or to direct the disposition
See Items 5-8 of cover pages
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.
Not Applicable.
Item 7. Identification and Classification of 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.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned hereby certifies that the
information set forth in this statement is true, complete and correct.
Dated: February 13, 1997
Hay Island Holding Corporation
By: /s/ William Ziegler, III
_______________________________
Name: William Ziegler, III
Title: Chairman
/s/ William Ziegler, III
___________________________________
William Ziegler, III, individually and as trustee
of the Rivoire Trust and the Ziegler Trust
First Union Bank of Connecticut, as trustee of the Rivoire Trust and the
Ziegler Trust
By /s/ Donald Rotzien
_________________________________
Name: Donald Rotzien
Title: Executive Vice President, Personal Trust Division
