SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
The York Group, Inc.
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(Name of Issuer)
Common Stock, $.01 Par Value
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(Title of Class of Securities)
986632107
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(CUSIP Number)
Curtis J. Zamec
Wilbert, Inc.
P.O. Box 210, Forest Park, IL 60130-0210
(708) 865-1600
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 8, 2000
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the
following box [ ].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
*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
disclosures provided in a prior cover page.
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<PAGE>
The information required on 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))
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<TABLE>
<CAPTION>
CUSIP No. 986632107
<S> <C>
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1 NAME OF REPORTING PERSON/
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Wilbert, Inc. 36-1178800
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ x ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See Instructions)
WC
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
[ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
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7 SOLE VOTING POWER
1,262,000
NUMBER OF SHARES ------------------------------------------------------------------------------
BENEFICIALLY OWNED
BY EACH REPORTING 8 SHARED VOTING POWER
PERSON
WITH 0
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9 SOLE DISPOSITIVE POWER
1,262,000
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,262,000
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ x ]
(See Instructions)
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.1%
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14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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</TABLE>
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<PAGE>
Item 1. Security and Issuer
This Amendment No. 5 to Schedule 13D amends the Schedule 13D dated
September 18, 2000, as previously amended. Capitalized terms used are defined in
the Schedule 13D.
Item 3. Source and Amount of Funds
The total purchase price of all Common Stock reported in this Amendment No.
5 to Schedule 13D was $9,641. The source of funds for the purchase of such stock
was working capital of Wilbert.
Item 4. Purpose of the Transaction
Item 4 is hereby amended by addition of the following:
On January 8, 2001, Wilbert and Mr. Marvin C. Barbee were each signatory to a
letter to York requesting that York present certain persons as nominees for
director at York's 2001 annual meeting who, if elected, would constitute the
entire board of directors of York. Mr. Barbee is the joint beneficial owner with
his wife, Molly J. Barbee of 20,400 shares of Common Stock. Mr. Barbee executed
the letter for purposes of meeting certain bylaw requirements of York for
stockholder proposals. Wilbert will continue to pursue with York the
inclusion of these nominees for election to director at the 2001 annual meeting.
Except as described above, Wilbert and Mr. and Mrs. Barbee are not affiliated in
any manner. Wilbert and Mr. and Mrs. Barbee disclaim ownership of the other's
Common Stock and do not deem themselves a group within the meaning of Section
13(d)(3) under the Securities Exchange Act of 1934, as amended. There is no
agreement to vote, acquire or dispose of shares of Common Stock. There is no
agreement regarding soliciting proxies or other support for election of the
proposed nominees or for any other action with respect to York. Wilbert and Mr.
Barbee have not discussed, nor does Mr. Barbee have any obligation with respect
to any further action regarding the nominees for director.
Wilbert and York have engaged in additional discussions concerning Wilbert's
relationship with York, as described in the previous amendments to Schedule 13D.
No agreements have come from these discussions.
Item 5. Interest in the Securities of the Issuer
Item 5 is hereby amended by addition of the following:
(a) - (b) The response of Wilbert to Items 7 through 13 on the cover page
and the responses of directors and executive officers of Wilbert set forth on
Schedule 1 to the Schedule 13D are incorporated herein by reference. All
responses reflect the beneficial ownership as of the close of business on
January 8, 2001. Wilbert disclaims beneficial ownership in Common Stock owned by
an affiliate of a director reflected on Schedule 1 and disclaims beneficial
ownership of all Common Stock held by Mr. and Mrs. Barbee. Percentage ownership
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<PAGE>
responses are based on the outstanding number of shares set forth in York's
Quarterly Report on Form 10-Q for the quarter ended September 30, 2000.
(c) Set forth below is information with respect to each transaction with respect
to the Common Stock since the last prior amendment to this Schedule 13D and up
to and including January 8, 2000:
Shares Aggregate
Date Purchased Purchase Price
12/28/2000 3,100 $9,641
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of York
None other than as described in Item 4.
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<PAGE>
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.
Date: January 10, 2001
Wilbert, Inc.
By: /s/ Curtis J. Zamec
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Name: Curtis J. Zamec
Title: President/Chief Executive Officer
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