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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Envirodyne Industries, Inc.
________________________________________________________________________________
(Name of Issuer)
Common Stock, $.01 par value
________________________________________________________________________________
(Title of Class of Securities)
294037205
_______________________________________________________________
(CUSIP Number)
Steven M. Adams, Esq. Cargill Financial Services Corporation
6000 Clearwater Drive Minnetonka, MN 55343 (612) 984-3404
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
March __, 1996
_______________________________________________________________
(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 [X]. (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.)
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).
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SCHEDULE 13D
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CUSIP NO. PAGE 1 OF ?? PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cargill Financial Services Corporation FEIN 41-1492786
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
00 (See Item 3)
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Delaware
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SOLE VOTING POWER
7
NUMBER OF
1,228,040
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY None
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
1,228,040
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
None
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,228,040
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
8.48%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
CO
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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SCHEDULE 13D STATEMENT
Item 1. Security and Issuer
-------------------
This Statement relates to the Common Stock, $.01 par value (the "Envirodyne
Stock"), of Envirodyne Industries, Inc., a Delaware corporation ("Envirodyne"),
the principal executive offices of which are located at 701 Harger Road, Suite
121, Oak Brook, Illinois 60521. This Statement incorporates by reference the
13D filed January 7, 1994.
Item 2. Identity and Background
-----------------------
(a) The person filing this Statement is Cargill Financial Services
Corporation, a Delaware corporation ("CFSC"), the address of which is 6000
Clearwater Drive, Minnetonka, Minnesota 55343. The principal business of CFSC
is financial trading and investment activities, conducted both on a proprietary
basis and on behalf of unaffiliated investors.
(b) Not applicable.
(c) Not applicable.
(d) CFSC has not, during the last five years, been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e) CFSC has not, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction which
resulted in a judgment, decree or final order against it enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
(f) Not applicable.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
In March, 1996 Envirodyne completed a settlement by which it issued an
additional 900,000 shares of Envirodyne Stock which increased the issued and
outstanding Envirodyne Stock to 14,479,721 shares. As a result of such
issuance, CFSC's ownership of the Envirodyne Stock was reduced to 9.4%.
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In addition, in transactions beginning April 25, 1996 and ending June 4,
1996 CFSC sold 135,300 shares of Envirodyne Stock in open market transactions.
Item 4. Purpose of Transaction
----------------------
Neither CFSC nor any of its employees or affiliates have any present plans
or proposals which relate to or would result in any of the events enumerated
under Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
------------------------------------
CFSC currently holds 1,228,040 shares of the Envirodyne Stock. Based upon
information provided by Envirodyne, such holdings constitute 8.48% of the
outstanding shares of Envirodyne Stock. Certain officers and employees of CFSC
have sole voting power and disposition power over the shares of Envirodyne Stock
held by CFSC.
Except as described in Item 3, CFSC has not effected any transactions in
the Envirodyne Stock during the past 60 days.
Item 6. Contracts, Arrangements, Undertakings or Relationships with
-----------------------------------------------------------
Respect to Securities of the Issuer
-----------------------------------
This Statement incorporates by reference the 13D filed January 7, 1994.
Item 7. Material to be Filed as Exhibits
--------------------------------
None.
2
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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.
CARGILL FINANCIAL SERVICES
CORPORATION
By: /s/ Patrick J. Halloran
------------------------
Patrick J. Halloran
Vice President
Date: June 12, 1996
3
