ELCOR CORP
SC 13D, 1997-09-17
ASPHALT PAVING & ROOFING MATERIALS
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<PAGE>   1
                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549


                                 SCHEDULE 13D


                  UNDER THE SECURITIES EXCHANGE ACT OF 1934



                              ELCOR CORPORATION
- --------------------------------------------------------------------------------
                               (Name of Issuer)


                     COMMON STOCK, $1 PAR VALUE PER SHARE
- --------------------------------------------------------------------------------
                        (Title of Class of Securities)

                                 284443-10-8
- --------------------------------------------------------------------------------
                                (CUSIP Number)


                           STUART G. JOHNSTON, JR.,
                  12011 SHIRESTONE LANE, DALLAS, TEXAS 75244
                                (972)239-0763
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
                               Communications)

                              SEPTEMBER 8, 1997
- --------------------------------------------------------------------------------
           (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 / /. 

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.

*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).


<PAGE>   2
                                 SCHEDULE 13D

CUSIP NO. 284443-10-8                                          PAGE 2 OF 4 PAGES



- --------------------------------------------------------------------------------
 1    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON


        Mrs. Wanda P. Campbell
- --------------------------------------------------------------------------------
 2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*       
                                                                        (a) [ ]
                                                                        (b) [ ]

- --------------------------------------------------------------------------------
 3    SEC USE ONLY



- --------------------------------------------------------------------------------
 4    SOURCE OF FUNDS*


        00
- --------------------------------------------------------------------------------
 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 of America
- --------------------------------------------------------------------------------
                               7     SOLE VOTING POWER

          NUMBER OF            
                                        395,559
           SHARES              -------------------------------------------------
                               8     SHARED VOTING POWER                        
        BENEFICIALLY           
                               
          OWNED BY                       23,412           
                               ------------------------------------------------
            EACH               9     SOLE DISPOSITIVE POWER
                    
          REPORTING 
                                        395,559
           PERSON              ------------------------------------------------
                               10    SHARED DISPOSITIVE POWER                  
            WITH    
                               
                                        23,412
- ------------------------------------------------------------------------------- 
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


                                       466,471
- --------------------------------------------------------------------------------
12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
                                                                            [ ]



- --------------------------------------------------------------------------------
13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)


                                       5.27%
- --------------------------------------------------------------------------------
14    TYPE OF REPORTING PERSON*


      IN        
- --------------------------------------------------------------------------------



                     *SEE INSTRUCTION BEFORE FILLING OUT!



<PAGE>   3
                                  SCHEDULE 13D


CUSIP NO. 284443-10-8                                          Page 3 of 4 Pages


Item 1.  This statement relates to the common stock, $1.00 par value ("Common 
         Stock"), of Elcor Corporation, a Delaware corporation ("Elcor"), 
         14643 Dallas Parkway, Suite 1000, Dallas, Texas 75240.

Item 2.  (a)     Mrs. Wanda P. Campbell, individually and as Independent
                 Executrix of the Estate of Roy Edwin Campbell, Deceased;

         (b)     Sixth Floor, 310 West Wall Street, Midland, Texas 79701;

         (c)     Retired;

         (d)     None;

         (e)     None;

         (f)     United States of America.

Item 3.  Not applicable.  Mrs. Campbell became the beneficial owner of the
         shares subject of this statement by operation of law.

Item 4.  The acquisition of securities giving rise to this statement occurred
         as a result of Mrs. Campbell's qualification on September 8, 1997 in
         the County Court of Midland County, Texas as independent executrix
         under the will of her late husband, Mr. Roy Edwin Campbell.  Mrs.
         Campbell has no plans, proposals or purpose of influencing or
         effecting any material change in Elcor's business or corporate
         structure, or any similar action.  To diversify the assets in the
         Estate of Roy Edwin Campbell, Deceased (the "Estate"), Mrs. Campbell,
         in her capacity as independent executrix, has disposed of shares of
         Common Stock.  See Item 5. Mrs. Campbell may in the future engage in
         further dispositions, and, at least as to shares of Common Stock
         subject to options, further acquisitions, on behalf of the Estate or
         in her individual capacity.

Item 5.  At the time of her qualification on September 8, 1997 as independent
         executrix of the Estate, Mrs, Campbell, including shares beneficially
         owned in her individual capacity and as independent executrix, became
         beneficial owner of an aggregate of 795,730 shares of Common Stock,
         or approximately 8.99% of shares outstanding.  Of such shares, 47,500
         represented shares subject to currently exercisable options, 23,412
         represented shares on account in Elcor's Employee Stock Ownership Plan
         ("ESOP") (as to which she has shared voting power and shared
         investment power), 25,300 represented shares held in trusts for Mrs.
         Campbell's children (as to which she has sole voting power and sole
         investment power), and 699,518 represented other shares as to which
         she has sole voting power and sole investment power in her individual
         capacity or as independent executrix of the Estate.
<PAGE>   4
                                 SCHEDULE 13-D


CUSIP NO. 284443-10-8                                        Page 4 of 4 Pages


        Since that date, Mrs. Campbell, in her capacity as independent
        executrix, has effected the following dispositions of shares held by the
        Estate: 

        Date            Transaction     No. of Shares   Price per share
        ----            -----------     -------------   ---------------
        9-10-97         Sale               285,000          30 3/4
        9-11-97         Sale                44,259          30 15/16

        Accordingly, as of the date of this statement, Mrs. Campbell is
        beneficial owner of 466,471 shares of Common Stock, or approximately
        5.27% of shares outstanding. 
         
Item 6. None.

Item 7. Exhibit No.  99.1 Power of Attorney

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. 


Date: September 16, 1997


Signature:
            /s/ WANDA P. CAMPBELL
- ---------------------------------------------------------
Name/Title:     Wanda P. Campbell, Individually and
                as Independent Executrix of the 
                Estate of Roy Edwin Campbell, Deceased
  
<PAGE>   5
                              INDEX TO EXHIBITS



<TABLE>
<CAPTION>
EXHIBIT
NUMBER             DESCRIPTION
- -------            -----------
<S>           <C>
  99.1        -  Power of Attorney 

</TABLE>


<PAGE>   1
                                                                 EXHIBIT 99.1

                              POWER OF ATTORNEY

        I, the undersigned, do hereby constitute and appoint Stuart G. Johnston,
Jr., my true and lawful attorney and agent, with full power of substitution and
resubstitution in each of his agents, to do any and all acts and things on my
behalf that they deem necessary or advisable to prepare, sign and
electronically file on behalf of the undersigned any and all applicable and
appropriate Schedules 13D or amendments thereto as required by the Securities
Exchange Act of 1934 for transactions in voting securities.


        Dated: September 16, 1997.



                                        /s/ WANDA P. CAMPBELL
                                        --------------------------------------
                                        WANDA P. CAMPBELL,
                                        Individually and on behalf of the 
                                        Estate of Roy Edwin Campbell, Deceased 


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