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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)
BUTLER MANUFACTURING COMPANY
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
123655 10 2
(CUSIP Number)
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.)
*The remainder of this cover page shall be filed 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).
Page 1 of 5 Pages
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CUSIP No. 123655 10 2 13G Page 2 of 5 Pages
_________________________________________________________________
1 NAME OF REPORTING PERSON
Butler Manufacturing Company
Employee stock Ownership Plan Trust
42-1279439
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri
_________________________________________________________________
5 SOLE VOTING POWER
NUMBER OF -0-
SHARES __________________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH __________________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON -0-
WITH __________________________________________________
8 SHARED DISPOSITIVE POWER
1,056,325
_________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,056,325
_________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
The Reporting Person disclaims beneficial ownership [ ]
in all the shares in Row 9.
_________________________________________________________________
13.96%
_________________________________________________________________
12 TYPE OF REPORTING PERSON*
EP
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Page 3 of 5 Pages
SCHEDULE 13G
For Butler Manufacturing Company
Employee Stock Ownership Plan Trust
Item 1(a) Name of Issuer:
Butler Manufacturing Company
Item 1(b) Address of Issuer's Principal Executive Offices:
BMA Tower, Penn Valley Park (P.O. Box 419917)
Kansas City, Missouri 64141-0917
Item 2(a) Name of Person Filing:
Butler Manufacturing Company
Employee Stock Ownership Plan Trust
Item 2(b) Address of Principal Business Office or, if None,
Residence:
BMA Tower, Penn Valley Park (P.O. Box 419917)
Kansas City, Missouri 64141-0917
Item 2(c) Citizenship: Missouri
Item 2(d) Title of Class of Securities:
Common Stock, No Par Value
Item 2(e) CUSIP Number: 123655 10 2
Item 3 If this Statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(f) Employee Benefit Plan which is
subject to the provisions of the Employment
Retirement Income Security Act of 1974 or Endowment
Fund.
Item 4 Ownership:
The following information is provided as of December 31,
1995:
(a) Amount Beneficially Owned:
1,056,325
(b) Percent of Class:
13.96%
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Page 4 of 5 Pages
(c) Number of Shares as to Which Such Person has:
(i) Sole Voting Power to Vote or to Direct the
Vote:
-0-
(ii) Shared Power to Vote or Direct the
Vote:
-0-
(iii) Sole Power to Dispose or to Direct the
Disposition of:
-0-
(iv) Shared Power to Dispose or to Direct the
Disposition of:
1,056,325
The reporting person disclaims beneficial ownership in all of
the above-referenced shares.
Item 5 Ownership of 5% or less of a class:
Not applicable
Item 6 Ownership of more than 5% on behalf of another person:
The shares are held by the reporting person on behalf of
Participants of the Butler Manufacturing Company Employee
Stock Ownership Plan Trust.
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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Page 5 of 5 Pages
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 the knowledge of
the undersigned, the undersigned certifies that the information
set forth in this statement is true, complete and correct.
BUTLER MANUFACTURING COMPANY
EMPLOYEE STOCK OWNERSHIP PLAN TRUST
February 14, 1996 s/Richard O. Ballentine
Date__________________________ By:___________________________
Richard O. Ballentine,
Secretary, Administrative
Committee
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