THIS IS A CONFIRMING ELECTRONIC COPY
OF A PAPER FILING PREVIOUSLY MADE
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________
SCHEDULE 13G
________________
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
Greiner Engineering, Inc.
(NAME OF ISSUER)
Common Stock
(TITLE OF CLASS OF SECURITIES)
39762710
(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).
PAGE 1 OF 5 PAGES
<PAGE>
13G
CUSIP No. 39762710
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Weiss, Peck & Greer
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [x]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
_____________________________________________________________________________
NUMBER OF (5) SOLE VOTING POWER
- 0 -
SHARES ______________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
317,700
OWNED BY ______________________________________________________________
EACH (7) SOLE DISPOSITIVE POWER
- 0 -
REPORTING ______________________________________________________________
PERSON WITH (8) SHARED DISPOSITIVE POWER
317,700
_____________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
317,700
_____________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES ** [X]
_____________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
6.58%
_____________________________________________________________________________
(12) TYPE OF REPORTING PERSON **
BD, IA, PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 2 OF 5 PAGES
<PAGE>
CUSIP No. 39762710 13G Page 3 of 5 Pages
ITEM 1(a). NAME OF ISSUER:
Greiner Engineering, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
909 East Las Colinas Blvd., 1900, LE 44
Irving, TX 75039
ITEM 2(a). NAME OF PERSON FILING:
Weiss, Peck & Greer
ITEM 2(b). ADDRESS OF PRINCIPAL OFFICE OR, IF NONE, RESIDENCE:
One New York Plaza, New York, NY 10004
ITEM 2(c). CITIZENSHIP:
Weiss, Peck & Greer is a limited partnership, organized
under the laws of the State of New York
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(e). CUSIP NUMBER:
39762710
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) [X] 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) [X] 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 Rule 13d-
1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
Rule 13d-1(b)(ii)(G); see item 7
(h) [ ] Group, in accordance with Rule 13d-
1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP.
(a) Amount beneficially owned:
317,700 as of December 31, 1994
<PAGE>
CUSIP No. 39762710 13G Page 4 of 5 Pages
(b) Percent of class:
6.58% (based on the 4,825,734 shares reported to be
outstanding in the Form 10-Q filed for the period
ending September 30, 1994).
(c) Number of shares as to which such person
has:
(i) Sole power to vote or to direct the
vote
- 0 -
(ii) shared power to vote or to direct the
vote
317,700
(iii) sole power to dispose or to direct
the disposition of
- 0 -
(iv) shared power to dispose or to direct
the disposition of
317,700
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.
This Statement on Schedule 13G ("Schedule 13G") is filed by Weiss, Peck &
Greer (the "Partnership"), a New York limited partnership which is registered
as a broker-dealer under Section 15 of the Act, and as an investment adviser
under Section 203 of the Investment Advisers Act of 1940, as amended.
This Schedule 13G is being filed with respect to 317,700 shares of common
stock of Greiner Engineering, Inc. (the "common stock") held by the
Partnership at December 31, 1994 for the diescretionary accounts of certain
clients. By reason of Rule 13d-3 under the Act, the Partnership may be deemed
to be a "beneficial owner" of such shares. The Partnership expressly
disclaims beneficial ownership of the common stock. Each client has the right
to receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, such shares purchased for his account. To the
knowledge of the Partnership, no person has the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of, a
number of such shares which represents more than 5% of the outstanding shares
of common stock referred to in Item 4(b) hereof.
This Schedule 13G is not being filed with respect to the shares of common
stock which may be owned by general partners of the Partnership, or by their
respective spouses, or as custodian or trustee for their respective family
members or by their respective family foundations, since the Partnership does
not possess or share voting or investment power with respect to such shares.
Each of such general partners disclaims, pursuant to Rule 13d-4, that he is
the beneficial owner, within the meaning of Rule 13d-3, of the shares of
common stock owned by the various parties referred to in this Schedule 13G,
other than such shares as the respective general partner owns of record.
<PAGE>
CUSIP No. 39762710 13G Page 5 of 5 Pages
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.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF THE GROUP.
Not applicable.
ITEM 10. CERTIFICATION:
By signing below, Richard S. Pollack, Chief Legal Counsel, certifies that, to
the best of his knowledge and belief, securities referred to above as being
held or owned beneficially by the Partnership 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 purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: February 8, 1995
WEISS, PECK & GREER
By: /s/ RICHARD S. POLLACK
Richard S. Pollack
Chief Legal Counsel
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (see 18 U.S.C. 1001).
