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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Varlen Corp.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
922248109
(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 than 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 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).
(Continued on following page(s))
Page 1
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CUSIP No. 922248109 13G Page 2
(1) NAMES OF REPORTING PERSONS. S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS
Barclays Global Investors, N.A., 94-3112180
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
(3) SEC USE ONLY
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
Number of Shares (5) SOLE VOTING POWER
Beneficially Owned 223,006
by Each Reporting (6) SHARED VOTING POWER
Person With 0
(7) SOLE DISPOSITIVE POWER
309,598
(8) SHARED DISPOSITIVE POWER
0
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
309,598
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.4%
(12) TYPE OF REPORTING PERSON*
BK
*SEE INSTRUCTION BEFORE FILLING OUT!
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ITEM 1(A). NAME OF ISSUER
Varlen Corp.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
P.O. Box 3089
Naperville, IL 60566-7089
ITEM 2(A). NAME OF PERSON(S) FILING
Barclays Global Investors, N.A.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
45 Fremont Street
San Francisco, CA 94105
ITEM 2(C). CITIZENSHIP
U.S.A
ITEM 2(D). TITLE OF CLASS OF SECURITIES
Common Stock
ITEM 2(E). CUSIP NUMBER
922248109
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
X
(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 Rule 13d-1(b) (1) (ii)(F)
(g) // Parent Holding Company, in accordance with Rule 13d-1(b) (ii) (G)
(Note:See Item 7)
(h) // Group, in accordance with Rule 13d-1(b) (1) (ii) (H)
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ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned: 309,598
(b) Percent of Class: 5.4%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
223,006
(ii) shared power to vote or to direct the vote
0
(iii) sole power to dispose or to direct the disposition of
309,598
(iv) shared power to dispose or to direct the disposition of
0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
if this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following. //
Not applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON
The shares reported are held by the company in trust accounts for
the economic benefit of the beneficiaries of those accounts. See
also Items 2(a) above.
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
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable
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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.
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.
February 12, 1997
Deborah Ferris
Compliance Manager
