UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
CAPCO AUTOMOTIVE PRODUCTS CORPORATION
(Name of Issuer)
Common Stock ($.01 par value)
(Title of class of securities)
139168108
(CUSIP number)
Check the following box 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 or 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).
Page 1 of 7 Pages<PAGE>
CUSIP No. 139168108 13G Page 2 of 7 pages
1 NAME OF REPORTING PERSON Automotive Products Company
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 35-1902600
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
Not applicable.
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY 5 SOLE VOTING POWER
OWNED BY EACH REPORTING PERSON
WITH 1,000,000
6 SHARED VOTING POWER
Not applicable
7 SOLE DISPOSITIVE POWER
1,000,000
8 SHARED DISPOSITIVE POWER
Not applicable
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
Not applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.0%
12 TYPE OF REPORTING PERSON
CO
Page 2 of 7 Pages<PAGE>
CUSIP No. 139168108 13G Page 3 of 7 Pages
1 NAME OF REPORTING PERSON Clark Equipment Company
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 38-0425350
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
Not applicable.
3 SEC USE ONLY
4 CITIZENSHIP OF PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY 5 SOLE VOTING POWER
OWNED BY EACH REPORTING PERSON
WITH 0*
6 SHARED VOTING POWER
Not applicable
7 SOLE DISPOSITIVE POWER
0*
8 SHARED DISPOSITIVE POWER
Not applicable
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
Not applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0*
12 TYPE OF REPORTING PERSON
CO
* Clark Equipment Company may be deemed to be the beneficial
owner of the shares of common stock owned by Automotive Products
Company. Such shares of Common Stock have been excluded to avoid
double counting of the aggregate shares of Common Stock owned by
the Reporting Persons.
Page 3 of 7 Pages<PAGE>
Item 1(a). Name of Issuer:
CAPCO AUTOMOTIVE PRODUCTS CORPORATION
Item 1(b). Address of Issuer's Principal Executive Offices:
CAPCO Automotive Products Corporation
100 North Michigan Street
Fifth Floor
South Bend, IN 46634-9998
Item 2(a). Name of Person Filing:
Clark Equipment Company ("Clark"), and its wholly-
owned subsidiary, Automotive Products Company ("APCO") (Clark and
APCO are collectively referred to as the "Reporting Persons")
Item 2(b). Address of Principal Business Office or, if none,
Residence:
The principal business address of the Reporting
Persons is:
100 N. Michigan Street
P.O. Box 7008
South Bend, IN 46634
Item 2(c). Citizenship:
Both Reporting Persons are organized under the
laws of the state of Delaware.
Item 2(d). Title of Class of Securities:
Common Stock ($.01 par value)
Items 2(e). CUSIP Number:
139168108
Item 3. If this statement is filed pursuant to Rules 13d-
1(b), or 13d-2(b), check whether the person filing
is a:
Page 4 of 7 Pages<PAGE>
(a) [ ] Broker or Dealer registered under Section 15 of the Act,
(b) [ ] Bank as defined in Section 3(a)(6) of the Act,
(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
Section 240.13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G); Note: See Item 7,
(h) [ ] Group, in accordance with Section 240.13d-(b)(1)(ii)(H).
Item 4. Ownership.
(a) Amount beneficially owned:
1,000,000 shares of Common Stock
(b) Percent of class:
9.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
1,000,000
(ii) shared power to vote or to direct the vote:
0
(iii) sole power to dispose or to direct the
disposition of:
1,000,000
Page 5 of 7 Pages<PAGE>
(iv) shared power to dispose or to direct the
disposition of:
0
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 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.
Item 10. Certification.
Not applicable.
Page 6 of 7 Pages<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.
AUTOMOTIVE PRODUCTS COMPANY
February 7, 1995 By /S/ John J. Moran, Jr.
Name: John J. Moran, Jr.
Title: Vice President
and Secretary
CLARK EQUIPMENT COMPANY
February 7, 1995 By /S/ Bernard D. Henely
Name: Bernard D. Henely
Title: Vice President,
General Counsel and
Secretary
Page 7 of 7 Pages<PAGE>
