SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. 49){1}
Berkshire Hathaway Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
084670 10 8
(CUSIP Number)
Warren E. Buffett
1440 Kiewit Plaza, Omaha, Nebraska 68131
(402) 346-1400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 6, 1996
(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 which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box [ ].
Check the following box if a fee is being paid with the statement
[ ]. (A fee is not required only if the reporting 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.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
__________________
{1} 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.
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 pages)
<PAGE>
SCHEDULE 13D
CUSIP No. 084670 10 8
1 Name Of Reporting Person
S.S. Or I.R.S. Identification No. Of Above Person
Warren E. Buffett, ###-##-####
2 Check The Appropriate Box If A Member Of A Group*
(a) [ ]
(b) [ ]
______________________________________________________________________________
3 SEC USE ONLY
______________________________________________________________________________
4 Source Of Funds*
PF
5 Check Box If Disclosure Of Legal Proceedings Is Required Pursuant
To Items 2(d) Or 2(e)
[ ]
6 Citizenship Or Place Of Organization
United States Citizen
7 Number Of Shares Beneficially Owned By Each Reporting Person With
Sole Voting Power
479,202
8 Number Of Shares Beneficially Owned By Each Reporting Person With
Shared Voting Power
36,985
9 Number Of Shares Beneficially Owned By Each Reporting Person With
Sole Dispositive Power
479,202
10 Number Of Shares Beneficially Owned By Each Reporting Person With
Shared Dispositive Power
36,985
11 Aggregate Amount Beneficially Owned By Each Reporting Person
516,187
12 Check Box If The Aggregate Amount In Row (11) Excludes Certain
Shares*
[ ]
13 Percent Of Class Represented By Amount In Row (11)
43.2%
14 Type Of Reporting Person*
IN
<PAGE>
SCHEDULE 13D
CUSIP No. 084670 10 8
1 Name Of Reporting Person
S.S. Or I.R.S. Identification No. Of Above Person
Susan T. Buffett, ###-##-####
2 Check The Appropriate Box If A Member Of A Group*
(a) [ ]
(b) [ ]
______________________________________________________________________________
3 SEC USE ONLY
______________________________________________________________________________
4 Source Of Funds*
PF
5 Check Box If Disclosure Of Legal Proceedings Is Required Pursuant
To Items 2(d) Or 2(e)
[ ]
6 Citizenship Or Place Of Organization
United States Citizen
7 Number Of Shares Beneficially Owned By Each Reporting Person With
Sole Voting Power
-0-
8 Number Of Shares Beneficially Owned By Each Reporting Person With
Shared Voting Power
36,985
9 Number Of Shares Beneficially Owned By Each Reporting Person With
Sole Dispositive Power
-0-
10 Number Of Shares Beneficially Owned By Each Reporting Person With
Shared Dispositive Power
36,985
11 Aggregate Amount Beneficially Owned By Each Reporting Person
36,985
12 Check Box If The Aggregate Amount In Row (11) Excludes Certain
Shares*
[ ]
13 Percent Of Class Represented By Amount In Row (11)
3.1%
14 Type Of Reporting Person*
IN
<PAGE>
PRELIMINARY NOTE
THIS AMENDMENT NO. 49 IS BEING FILED SOLELY TO REPORT IN THIS
SCHEDULE 13D THE VOTING AGREEMENT AMONG WARREN E. BUFFETT, FOR HIMSELF AND THE
HOWARD BUFFETT FAMILY TRUST (THE "TRUST"), SUSAN T. BUFFETT, AND BERKSHIRE
HATHAWAY INC. ("BERKSHIRE") DESCRIBED IN ITEM 6 AND INCLUDED AS AN EXHIBIT IN
ITEM 7. THE VOTING AGREEMENT HAS BEEN PREVIOUSLY DESCRIBED IN BERKSHIRE'S
PROXY STATEMENT DATED MARCH 18, 1996 FOR ITS ANNUAL MEETING OF SHAREHOLDERS
HELD ON MAY 6, 1996 AND HAS BEEN PREVIOUSLY FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION IN BERKSHIRE'S REGISTRATION STATEMENT ON FORM S-3 FILED ON
APRIL 2, 1996.
THE VOTING AGREEMENT WILL BECOME EFFECTIVE ONLY UPON EFFECTIVENESS
OF A PROPOSED AMENDMENT TO BERKSHIRE'S RESTATED CERTIFICATE OF INCORPORATION
(THE "CERTIFICATE AMENDMENT") TO BE CONSIDERED AND VOTED UPON BY BERKSHIRE'S
SHAREHOLDERS AT ITS ANNUAL MEETING ON MAY 6, 1996. THIS AMENDMENT NO. 49 IS
BEING FILED BEFORE EFFECTIVENESS OF THE VOTING AGREEMENT SOLELY FOR
CONVENIENCE.
THIS AMENDMENT NO. 49 REPORTS NO OTHER MATERIAL CHANGE IN
INFORMATION AND NO TRANSACTIONS IN BERKSHIRE STOCK BY MR. BUFFETT OR MRS.
BUFFETT. ALL OTHER INFORMATION IN THIS SCHEDULE 13D IS BEING RESTATED IN FULL
SOLELY BECAUSE REQUIRED BY REGULATIONS OF THE SECURITIES AND EXCHANGE
COMMISSION WITH RESPECT TO INITIAL ELECTRONIC FILINGS.
ITEM 1. SECURITY AND ISSUER.
This Schedule 13D is filed with respect to the Common Stock, $5.00
par value per share ("Common Stock"), of Berkshire, 1440 Kiewit
Plaza, Omaha, Nebraska 68131. (The Common Stock will be re-
designated "Class A Common Stock" by the amendment to Berkshire's
Restated Certificate of Incorporation to become effective on May 6,
1996, assuming approval by Berkshire shareholders of the
Certificate Amendment.)
ITEM 2. IDENTITY AND BACKGROUND.
This Schedule 13D is filed by Warren E. Buffett (an individual and
a United States citizen), 1440 Kiewit Plaza, Omaha, Nebraska 68131,
and his wife, Susan T. Buffett (an individual and a United States
citizen), 1440 Kiewit Plaza, Omaha, Nebraska 68131.
The principal occupation of Warren E. Buffett is to serve as
Chairman of the Board of Directors and Chief Executive Officer of
Berkshire, 1440 Kiewit Plaza, Omaha, Nebraska 68131. Berkshire is
a holding company owning subsidiaries engaged in a number of
diverse business activities, the most important of which is the
property and casualty insurance and reinsurance business. Susan T.
Buffett is a private investor.
Neither Warren E. Buffett nor Susan T. Buffett has been convicted,
during the past five years, in a criminal proceeding (excluding
traffic violations or similar misdemeanors). Neither, during the
past five years, has been a party to a civil proceeding resulting
in a judgment, decree or final order relating to any violation of
federal or state securities laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The 474,998 shares of Common Stock described in Item 5 over which
Mr. Buffett has sole voting and investment power were purchased at
a cost of $15,415,044. The 4,204 shares of Common Stock described
in Item 5 and owned by the Trust, of which Mr. Buffett is sole
trustee but in which he has no economic interest, were purchased at
a cost of $88,294. The 36,985 shares described in Item 5 and owned
by Mrs. Buffett were purchased at a cost of $1,964,491. No
borrowed funds were used for such purchases.
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the purchases by Mr. Buffett, Mrs. Buffett, and the
Trust was to acquire shares for investment. Mr. Buffett and/or
Mrs. Buffett may purchase additional shares of Berkshire stock from
time to time depending upon price, market conditions, availability
of funds, evaluation of other investment opportunities, and other
factors. The Trust, of which Mr. Buffett is trustee but in which
he has no economic interest, has no material assets other than the
shares of Common Stock held by it, but has certain fixed
distribution requirements and has tax obligations. Accordingly,
the Trust will, as it has in the past, sell small numbers of shares
of Common Stock from time to time to meet such requirements and
obligations.
Except as stated above, neither Mr. Buffett, for himself or on
behalf of the Trust, nor Mrs. Buffett has any plan or proposal
which relates to any of the matters set forth in Item 4(a)-(j) of
Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Warren E. Buffett owns 474,998 shares of Berkshire Common Stock, or
approximately 39.8% of the outstanding shares of that class. His
wife, Susan T. Buffett, owns 36,985 shares of Berkshire Common
Stock, or approximately 3.1% of the outstanding shares of that
class. The Trust owns 4,204 shares of Berkshire Common Stock, or
approximately .4% of the outstanding shares of that class.
Following effectiveness of the Certificate Amendment, these
percentages will increase to the extent that other holders of
Common Stock (then re-designated as Class A Common Stock) convert
their shares into shares of Berkshire's Class B Common Stock,
$.1667 par value per share ("Class B Common Stock"), while Mr.
Buffett, Mrs. Buffett, and the Trust do not convert their shares of
Class A Common Stock. See Item 6 regarding the effect of the
Voting Agreement on increases in these percentages.
Mr. Buffett has sole power to vote and to dispose of the 474,998
shares owned by him and the 4,204 shares owned by the Trust. Mr.
Buffett and Mrs. Buffett share power to vote and to dispose of the
36,985 shares owned by Mrs. Buffett.
With respect to shares held by Mr. Buffett, Mrs. Buffett, and the
Trust, no person other than the holder has the right or power to
receive dividends from, or proceeds from the sale of, such shares.
Neither Mr. Buffett, for himself or the Trust, nor Mrs. Buffett has
effected any transactions in Berkshire stock during the past sixty
(60) days.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
To the extent that holders of Class A Common Stock other than Mr.
Buffett, Mrs. Buffett, and the Trust convert shares of Class A
Common Stock into shares of Class B Common Stock, the relative
voting power of Mr. Buffett and Mrs. Buffett (as well as other
remaining holders of Class A Common Stock) will be increased. Mr.
Buffett, for himself and for the Trust, and Mrs. Buffett have
entered into a Voting Agreement (the "Voting Agreement") with
Berkshire providing that, should the voting power of voting
securities of Berkshire as to which Mr. Buffett has or shares
voting and investment power exceed 49.9% of the total voting power
of all Berkshire voting securities, they will vote such securities
in excess of that percentage proportionally with the votes of the
other Berkshire shareholders.
In the presently unforeseen event that another person acquired from
Mr. Buffett (whether by sale, gift, bequest, or otherwise)
Berkshire voting securities having aggregate voting power exceeding
49.9% of the total voting power of all Berkshire voting securities,
such person would be bound by the Voting Agreement. See Item 4 as
to Mr. Buffett's and Mrs. Buffett's intentions with respect to
Berkshire shares held by them or by the Trust. An acquiror of
small numbers of Berkshire shares from Mr. Buffett, Mrs. Buffett or
the Trust will not be bound by the Voting Agreement.
The Voting Agreement will become effective only upon the
effectiveness of the Certificate Amendment, expected to occur on
May 6, 1996.
Apart from the Voting Agreement and the other relationships
described in this Schedule, there is no contract, arrangement,
understanding or relationship between Warren E. Buffett, for
himself or the Trust, and Susan T. Buffett, nor between them
collectively and any other person, with respect to the Common
Stock.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
An agreement regarding the filing of joint statements on Schedule
13D and a power of attorney with respect to such filings have been
filed previously. The Voting Agreement is incorporated herein by
reference to Exhibit 99.1 to the Registration Statement on Form S-3
filed by Berkshire on April 2, 1996.
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.
Dated this 12th day of April, 1996.
_______________________________________
Warren E. Buffett
Susan T. Buffett
By_____________________________________
Warren E. Buffett
Attorney-in-Fact
