UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 16)*
EXOLON-ESK COMPANY
____________________________________________________________
(Name of Issuer)
Common Stock, $1.00 Par Value Per Share
_________________________________________________________________
(Title of Class of Securities
302101 10 0
____________________________
(CUSIP Number)
Patrick W.E. Hodgson
60 Bedford Road
Toronto, Ontario M5R 2K2 CANADA (Phone: (416) 975-9501)
_________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 22, 1998
_______________________
(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 that is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-
1(e), 13d-1(f) or 13d-1(g), check the following box __.
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See Rule 13d-7(b) 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>
SCHEDULE 13D
Amendment No. 16
CUSIP NO. 302101 10 0
1. Name of Reporting Person
SS or IRS Identification No. of above person (optional)
First Carolina Investors, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___
(b)_X_
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) ____
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES 7. SOLE VOTING POWER
BENEFICIALLY OWNED 64,200
BY EACH REPORTING
PERSON WITH
8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
64,200
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
64,200
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ____
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.32%
14. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
AMENDMENT NO. 16
TO
SCHEDULE 13D
EXOLON-ESK COMPANY
A statement on Schedule 13D relating to shares of Common
Stock, $1.00 par value per share ("Shares"), of Exolon-ESK
Company (the "Issuer") was previously filed by Patrick W.E.
Hodgson, Ferro Alloys Services, Inc., et al. (the "Reporting
Persons"), with the Securities and Exchange Commission on
September 23, 1991, as amended on December 27, 1991, January 9,
1992, March 3, 1992, May 5, 1992, June 8, 1992, July 30, 1992,
August 14, 1992, August 28, 1992, March 31, 1993, December 7,
1994, February 6, 1995, April 5, 1995, June 20, 1997, November
14, 1997, and on April 1, 1998 (referred to herein as the
"Schedule 13D").
One of the Reporting Persons in the Schedule 13D (First
Carolina Investors, Inc.) purchased additional Shares of the
Issuer. The Schedule 13D is hereby amended to set forth
information with respect to such purchase of additional Shares.
Information contained in the Schedule 13D which is not
specifically amended is incorporated herein by reference.
NOTE: THE EXECUTION AND SUBMISSION OF THIS STATEMENT
SHALL NOT BE CONSTRUED AS A STATEMENT OR ADMISSION THAT
THE REPORTING PERSONS (I) ARE ACTING AS A GROUP IN THE
ACQUISITION OF THE SHARES, (II) COLLECTIVELY CONSTITUTE
A "PERSON" WITHIN THE MEANING OF SECTION 13(D)(3) OF THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (THE "ACT"),
OR (III) FOR THE PURPOSES OF SECTION 13(D) OF THE ACT,
ARE THE BENEFICIAL OWNERS OF ANY SHARES OTHER THAN THE
SHARES IN WHICH EACH PERSON IS SPECIFICALLY IDENTIFIED
IN THIS STATEMENT TO HAVE A BENEFICIAL INTEREST.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
[Item 3 of the Schedule 13D is hereby amended as follows to
set forth information with respect to the purchase of additional
Shares by First Carolina Investors, Inc.:]
The approximate amount of funds used by First Carolina
Investors, Inc. to acquire additional Shares is $263,100. The
foregoing amount does not include acquisition of Shares
previously reported. First Carolina Investors, Inc. did not
borrow any funds to acquire such Shares.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
[Item 5 is hereby amended to read as follows:]
(i) Share Ownership.
The following table shows the number of Shares beneficially
owned by each of the Reporting Persons. Unless otherwise
indicated, each of the persons named in the table has sole
voting and investment power with respect to the Shares
indicated as beneficially owned by such person.
<TABLE>
<CAPTION>
Number of Shares Percent of
Name of Beneficial Owner Beneficially Owned Class (1)
<S> <C> <C>
1. Patrick W.E. Hodgson (2) 97,896(3) 19.48%(4)
2. The Magavern Estate (5) 15,260 3.17%
3. Brent D. Baird (6) 1,300 0.27%
4. Aries (7) 14,000 2.90%
5. Bridget B. Baird, as
trustee of the
Baird Trust (8) 9,800 2.03%
6. Jane D. Baird 9,000 1.87%
7. The Foundation (8) 5,700 1.18%
8. First Carolina (9) 64,200 13.32%
9. William J. Magavern II,
individually (10) 5,000 1.04%
10. James L. Magavern,
individually (11) 2,000 0.41%
11. Ferro Alloys Services,
Inc. 90,800(12) 18.84%
______ _____
TOTAL 314,956(3) 62.66%(4)
</TABLE>
(1) Except as otherwise provided, based upon 481,995 Shares
outstanding (as reported in the Issuer's Form 10-Q as of
March 31, 1998).
(2) These Shares are held by Cinnamon Investments Ltd.,
which is described in Item 2 of the Original
Schedule 13D. This amount does not include the
Shares held by First Carolina, of which Mr. Hodgson
is a director.
(3) Includes 20,626 Shares based on ownership of 18,334
shares of Series A Preferred Stock.
(4) Based upon 502,621 Shares outstanding (481,995 plus
20,626 issuable upon conversion of 18,334 shares of
Series A Preferred Stock).
(5) The Magavern Estate is identified in Item 2 of the
Original Schedule 13D. William J. Magavern II and
James L. Magavern, as two of the three co-executors
of the Magavern Estate, share voting and investment
power with respect to the Magavern Estate's Shares.
See notes (10) and (11) below.
(6) Does not include the Shares owned by Aries or First
Carolina. See notes (7) and (9) below.
(7) Aries is described in Item 2 of Amendment No. 4.
Brent D. Baird, as an officer, director and
controlling shareholder of Aries, may be deemed to
have shared voting and investment power over the
indicated Shares with the other officers, directors
and significant shareholders of Aries identified in
Amendment No. 4.
(8) The Baird Trust and the Foundation are described in
Item 2 of the Original Schedule 13D.
(9) Brent D. Baird, as an officer, director and
significant stockholder of First Carolina, may be
deemed to have voting and investment power over the
indicated Shares.
(10) This amount does not include the Shares owned by the
Magavern Estate, of which Mr. Magavern is a co-
executor. See note (5) above.
(11) This amount does not include the Shares owned by the
Magavern Estate, of which Mr. Magavern is a co-
executor. See note (5) above.
(12) This amount includes 88,800 Shares owned by Ferro, a
corporation of which Theodore E. Dann, Jr. is a
director and officer, and includes 2,000 Shares held
in the name of the Estate of Theodore E. Dann that
are beneficially owned by Ferro.
(ii) Recent Transactions.
The following purchases of the Shares were effected
during the past sixty days:
<TABLE>
<CAPTION>
Price/Share
(in Dollars
Commissions
Purchase In Number of not Transaction Made
The Name Of Date Shares included) Through
<S> <C> <C> <C> <C>
First Carolina
Investors 3/30/98 400 36 1/2 Fahnestock & Co.
4/3/98 500 36 1/2 Fahnestock & Co.
4/6/98 500 36 1/2 Fahnestock & Co.
4/14/98 800 36 1/2 Fahnestock & Co.
4/17/98 200 36 1/2 Fahnestock & Co.
4/23/98 500 36 1/2 Fahnestock & Co.
4/24/98 500 36 1/2 Fahnestock & Co.
5/5/98 500 38 Fahnestock & Co.
5/20/98 500 37 1/2 Fahnestock & Co.
5/22/98 500 37 1/2 Fahnestock & Co.
5/26/98 2,200 37 1/2 Fahnestock & Co.
</TABLE>
<PAGE>
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.
DATED: June 4, 1998
First Carolina Investors, Inc.
By: s/Brent D. Baird
Brent D. Baird, Chairman
