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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
GenCorp Inc.
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(Name of Issuer)
Common Stock, $.10 par value
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(Title of Class of Securities)
368682 10 0
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(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).
(Continued on following page(s))
Page 1 of 5 Pages
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Page 2 of 5 Pages
13G
CUSIP No. 368682 10 0
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GenCorp Savings Plan
I.R.S. Employer Identification No. 25-6321453
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) X
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(b)
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3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Fairlawn, Ohio
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5 SOLE VOTING POWER
NUMBER OF None
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 5,472,975
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON None
WITH
8 SHARED DISPOSITIVE POWER
None
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,472,975
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
17.3%
12 TYPE OF REPORTING PERSON*
EP
*SEE INSTRUCTIONS BEFORE FILLING OUT!
SEC 1745 (4-80)
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SCHEDULE 13G
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ITEM 1(a). Name of Issuer:
GenCorp Inc.
ITEM 1(b). Address of Issuer's Principal Executive
Offices:
175 Ghent Road
Fairlawn, Ohio 44333-3300
ITEM 2(a). Name of Person Filing:
GenCorp Savings Plan
ITEM 2(b). Address of Principal Business Office:
175 Ghent Road
Fairlawn, Ohio 44333-3300
ITEM 2(c). Citizenship:
Ohio
ITEM 2(d). Title of Class of Securities:
Common Stock, $.10 par value
ITEM 2(e). CUSIP Number:
368682 10 0
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) [ ] 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) [X] Employee Benefit Plan, Pension Fund which
is subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see 240.13d-1(b)(1)(ii)(F)
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(g) [ ] Parent Holding Company, in accordance
with 240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with
240.13d-1(b)(1)(ii)(H)
ITEM 4. Ownership:
(a) Amount Beneficially Owned:
5,472,975 shares
(b) Percent of Class:
17.3%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the
vote: None
(ii) shared power to vote or to
direct the vote: 5,472,975
(iii) sole power to dispose or to
direct the disposition of:
None. All such power is held
by Mellon Bank, N.A. (the
"Trustee" of the Plan).
(iv) shared power to dispose or
to direct the disposition of:
None. All such power is held
by the Trustee of the Plan.
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: The Plan is a voluntary savings
plan for eligible employees of GenCorp Inc. and
certain of its subsidiaries. Employees who elect
to participate in the Plan may select one or more
of three investment options for their
contributions, one such option being a fund
investing solely in GenCorp shares. All matching
company contributions are invested in the GenCorp
stock fund as well. Under the terms of the Plan,
the Trustee receives dividends on shares held in
the fund and is required to invest and reinvest
the principal and income of the fund in GenCorp
shares. Participating employees ultimately
receive such benefits as result from the
performance of the fund upon their election to
take a distribution of their allocated shares
from the fund.
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ITEM 7. Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company:
Not applicable
ITEM 8. Identification and Classification of Members of
the Group: The Trustee and employees of GenCorp
Inc. who participate in the Plan.
ITEM 9. Notice of Dissolution of 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 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.
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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.
January 31, 1994
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Date
By /S/ E. R. Dye
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E. R. Dye
Secretary of the Administrative
Committee of GenCorp Inc. on behalf
of the GenCorp Savings Plan
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