<PAGE>
CUSIP No. 929160-10-9 13G Page 1 of 10 Pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___15____)*
VULCAN MATERIALS COMPANY
------------------------
(Name of Issuer)
Common Stock
------------
(Title of Class of Securities)
929160-10-9
-----------
(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).
*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).
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CUSIP No. 929160-10-9 13G Page 2 of 10 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AmSouth Bancorporation
No. 63-0591257
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
________________________________________________________________________________
5 SOLE VOTING POWER
-0-
NUMBER OF _____________________________________________________________
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 3,546,870
EACH _____________________________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH -0-
_____________________________________________________________
8 SHARED DISPOSITIVE POWER
3,026,418
________________________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,550,870
________________________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
________________________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.77%
________________________________________________________________________________
12 TYPE OF REPORTING PERSON*
HC
________________________________________________________________________________
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CUSIP No. 929160-10-9 13G Page 3 of 10 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AmSouth Bank N.A.
No. 63-0073530
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
________________________________________________________________________________
5 SOLE VOTING POWER
-0-
NUMBER OF _____________________________________________________________
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 3,543,270
EACH _____________________________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH -0-
_____________________________________________________________
8 SHARED DISPOSITIVE POWER
3,022,818
________________________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,547,270
________________________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
________________________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.76%
________________________________________________________________________________
12 TYPE OF REPORTING PERSON*
BK
________________________________________________________________________________
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CUSIP No. 929160-10-9 13G Page 4 of 10 Pages
AMENDMENT NO. 15
TO
STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
AMSOUTH BANCORPORATION
AND
AMSOUTH BANK N.A.
Report for the Calendar Year Ended December 31, 1993
Item 1(a) Name of Issuer:
- ---------
Vulcan Materials Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
- ---------
One Metroplex Drive
Birmingham, Alabama 35209
Item 2(a) Name of Persons Filing:
- ---------
AmSouth Bancorporation
AmSouth Bank N.A.
Item 2(b) Address of Principal Business Office:
- ---------
AmSouth Bancorporation
1400 AmSouth/Sonat Tower
Birmingham, Alabama 35203
AmSouth Bank N.A.
AmSouth/Sonat Tower
Birmingham, Alabama 35203
Item 2(c) Citizenship:
AmSouth Bancorporation is a Delaware corporation. AmSouth Bank
N.A. is a national banking association organized under the laws
of the United States.
Item 2(d) Title of Class of Securities:
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CUSIP No. 929160-10-9 13G Page 5 of 10 Pages
Common stock
Item 2(e) CUSIP Number: 929160-10-9
- ---------
Item 3. If this Statement is filed pursuant to Rules 13d-1(b) or
- ------- 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act
(b) [X] 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) [X] Parent Holding Company, in accordance with Section
240.13d-1(b)(1)(ii)(G)
(h) [ ] Group, in accordance with Section 240.13d-1(b)(1)
(ii)(H)
Item 4. Ownership
- -------
(a) Amount Beneficially Owned:
AmSouth Bancorporation: 3,550,870
AmSouth Bank N.A.: 3,547,270
(b) Percent of Class:
AmSouth Bancorporation: 9.77%
AmSouth Bank N.A.: 9.76%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
-0-
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CUSIP No. 929160-10-9 13G Page 6 of 10 Pages
(ii) shared power to vote or direct the vote:
AmSouth Bancorporation: 3,546,870
AmSouth Bank N.A.: 3,543,270
(iii) sole power to dispose of or to direct the
disposition of:
-0-
(iv) shared power to dispose of or to direct the
disposition of:
AmSouth Bancorporation: 3,026,418
AmSouth Bank N.A.: 3,022,818
Pursuant to Rule 13d-4, it is hereby declared that the filing of
this Statement shall not be construed as an admission that AmSouth
Bancorporation or AmSouth Bank N.A. is, for the purpose of Sections 13(d) or
13(g) of the Securities Exchange Act of 1934, the beneficial owner of any
securities covered by this Statement.
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
- -------
All of the shares covered by this Statement are held by trusts
and estates of which AmSouth Bancorporation's subsidiaries, AmSouth Bank N.A. or
AmSouth Bank of Florida, is a fiduciary. No single one of these trusts and
estates holds as much as five percent of the class. Generally, under the terms
of the instrument establishing each such trust or estate, dividends on and
proceeds from the sale of securities held by the trust or estate are paid to it,
with distribution of any such amounts to beneficiaries thereof being made from
the trust or estate pursuant to the terms of the governing instrument.
Item 7. Identification and Classification of the Subsidiary Which
- ------- Acquired the Security Being Reported on by the Parent Holding
Company
See Exhibit 1.
Item 8. Identification and Classification of Members of the Group
- -------
Not applicable.
Item 9. Notice of Dissolution of the Group
- -------
Not applicable.
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
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CUSIP No. 929160-10-9 13G Page 7 of 10 Pages
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.
Signatures:
- -----------
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.
February 14, 1994
- -----------------
Date
AMSOUTH BANCORPORATION
By: /s/ Carl L. Gorday
--------------------------------
Signature
Carl L. Gorday, Assistant Secretary
- -----------------------------------
Name/Title
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CUSIP No. 929160-10-9 13G Page 8 of 10 Pages
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.
February 14, 1994
- -----------------
Date
AMSOUTH BANK N.A.
By: /s/ Carl L. Gorday
---------------------------
Signature
Carl L. Gorday, Vice President
- ------------------------------
Name/Title
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CUSIP No. 929160-10-9 13G Page 9 of 10 Pages
EXHIBIT 1
TO
AMENDMENT NO. 15
TO
STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
AMSOUTH BANCORPORATION
AND
AMSOUTH BANK N.A.
Report for the Calendar Year Ended December 31, 1993
The securities covered by this Statement are held in a fiduciary
capacity by the following subsidiaries of AmSouth Bancorporation, which are
banks as defined in Section 3(a)(6) of the Securities Exchange Act of 1934, and
classified in Item 3(b) of Schedule 13G:
AmSouth Bank N.A.
AmSouth Bank of Florida
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CUSIP No. 929160-10-9 13G Page 10 of 10 Pages
EXHIBIT 2
TO
AMENDMENT NO. 15
TO
STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
AMSOUTH BANCORPORATION
AND
AMSOUTH BANK N.A.
Report for the Calendar Year Ended December 31, 1993
The undersigned, AmSouth Bancorporation and AmSouth Bank N.A.,
hereby agree that the foregoing Statement on Schedule 13G is filed on behalf of
each of them.
AMSOUTH BANCORPORATION
By: /s/ Carl L. Gorday
-----------------------------------
Carl L. Gorday, Assistant Secretary
AMSOUTH BANK N.A.
By: /s/ Carl L. Gorday
-------------------------------------
Carl L. Gorday, Vice President
