SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
S C H E D U L E 13G
Under the Securities Exchange Act of 1934
AERODYNE PRODUCTS CORPORATION
(Name of Issuer)
Common Stock
(Title of Class of Securities)
007765
(CUSIP Number)
Check the following if a fee is being paid with this statement. [X]
(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 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.)
(Continued on following page(s))
Page 1 of 3 Pages<PAGE>
Item 1 (a). Name of Issuer.
Aerodyne Products Corporation
Item 1 (b). Address of Issuer's Principal Executive Offices
76 Treble Cove Road, N. Billerica, MA 01862
Item 2 (a). Name of Person Filing.
Worthington Industries, Incorporated
Item 2 (b). Address of Principal Business Office, or, If none,
Residence
1205 Dearborn Drive, Columbus, Ohio 43085
Item 2 (c). Citizenship.
N/A
Item 2 (d). Title of Class of Securities.
Common Stock
Item 2 (e). CUSIP Number.
007765
Item 3.
Not Applicable
Item 4. Ownership.
(a) Amount beneficially owned:
172,008
(b) Percent of Class:
6.9%
(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote:
172,008
(ii) Shared power to vote or to direct the vote:
-0-
(iii) Sole power to dispose or to direct disposition
of:
172,008
(iv) Shared power to dispose or to direct the
disposition of:
-0-
<PAGE>
Item 5. Ownership of 5% 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 []
Item 6. Ownership of More Than 5% on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Securities 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.
The following certification shall be included if the
statement is filed pursuant to Rule 13d-1(b):
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.
WORTHINGTON INDUSTRIES, INCORPORATED
DATED
as of: February 10, 1994By: /s/Robert J. Borel
Robert J. Borel, Vice President
