<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 7)
Cummins Engine Co., Inc.
------------------------
(Name of Issuer)
Common Stock, $2.50 Par
-----------------------
(Title of Class of Securities)
231021106
---------
(CUSIP Number)
Check the following box if a fee is being paid with this statement [_]. (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.)
<PAGE>
- -----------------------
CUSIP NO. 231021106 13G
- -----------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Northern Trust Co. 36-1561860
Northern Trust Corporation 36-2723087
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
2 (a) [_]
Not Applicable (b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
Northern Trust Corporation--a Delaware corporation with principal
offices in Chicago, Illinois
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF 78,540
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
1,200
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING 46,140
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
200
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
82,240
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
10
Not Applicable
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
.21
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
12
Northern Trust Corporation HC
- ------------------------------------------------------------------------------
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934
Check the following box if a fee is being paid with statement [_].
Item 1 (a) Name of Issuer: Cummins Engine Co., Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
500 Jackson, Columbus, Inc. 47202-3005
Item 2 (a) Name of Person Filing: Northern Trust Corporation
Item 2 (b) Address of Principal Business Office:
50 South LaSalle Street, Chicago, Illinois 60675
Item 2 (c) Citizenship: U.S. (Delaware Corporation)
Item 2 (d) Title of Class of Securities: Common Stock, $2.50 Par
Item 2 (e) CUSIP Number: 231021106
Item 3. This statement is filed by Northern Trust Corporation as a Parent
Holding Company in accordance with S240.13d-1(b)(1)(ii)(G).
Item 4. Ownership.
(a) Amount Beneficially Owned: 82,240
(b) Percent of Class: .21
(c) Number of shares as to which each person has:
(i) sole power to vote or to direct the vote
78,540
(ii) shared power to vote or to direct the vote
1,200
(iii) sole power to dispose or to direct the disposition
of 46,140
(iv) shared power to dispose or to direct the disposition
of 200
<PAGE>
Item 5. Ownership of Five Percent 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: [X]
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Item 7. Parent Holding Company reporting on behalf of the following
subsidiaries, all of which are banks as defined in Section 3(a)(6) of
the Act:
The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60675
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. 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 purpose or effect.
<PAGE>
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.
NORTHERN TRUST CORPORATION
By: Perry R. Pero
-------------
DATED: 1-10-97 As its: Sr. Executive Vice President
------- ----------------------------
<PAGE>
EXHIBIT TO SCHEDULE 13G
FILED BY NORTHERN TRUST CORPORATION
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549-1004
Attention: Filing Desk, Stop 1-4
RE: Cummins Engine Co., Inc.
------------------------
Pursuant to the requirement of 240.13d-1(e)(1)(iii), this exhibit shall
constitute our written agreement that the Schedule 13G to which this exhibit is
attached is filed on behalf of Northern Trust Corporation and of its
subsidiary(ies), as stated below, regarding our respective beneficial ownership
in the above-captioned equity security.
NORTHERN TRUST CORPORATION
By: Perry R. Pero
-------------
DATED: 1-10-97 As its: Sr. Executive Vice President
------- ----------------------------
The NORTHERN TRUST COMPANY
By: Perry R. Pero
-------------
As its: Sr. Executive Vice President
----------------------------
