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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. __)*
AMERICAN BUSINESS PRODUCTS, INC.
(Name of Issuer)
COMMON STOCK, $2 PAR VALUE
(Title of Class of Securities)
024763104
(CUSIP Number)
April 23, 1997
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x] Rule 13d-1(b)
*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).
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
American Business Products, Inc. Profit Sharing Retirement Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) _______
(b) _______
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5. SOLE VOTING POWER
-0-
6. SHARED VOTING POWER
1,018,861
7. SOLE DISPOSITIVE POWER
-0-
8. SHARED DISPOSITIVE POWER
1,018,861
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,018,861
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.21%
12. TYPE OF REPORTING PERSON
EP
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thomas R. Carmody, individually and as Co-Trustee of the
American Business Products, Inc. Profit Sharing Retirement Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) _______
(b) _______
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5. SOLE VOTING POWER
40,139
6. SHARED VOTING POWER
1,070,408
7. SOLE DISPOSITIVE POWER
40,139
8. SHARED DISPOSITIVE POWER
1,070,408
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
91,686
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.56%
12. TYPE OF REPORTING PERSON
IN
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Henry Curtis VII, individually and as Co-Trustee of the
American Business Products, Inc. Profit Sharing Retirement Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) _______
(b) _______
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5. SOLE VOTING POWER
213,420
6. SHARED VOTING POWER
1,038,539
7. SOLE DISPOSITIVE POWER
133,913
8. SHARED DISPOSITIVE POWER
1,017,446
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
133,913
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.82%
12. TYPE OF REPORTING PERSON
IN
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John H. Karr, individually and as Co-Trustee of the
American Business Products, Inc. Profit Sharing Retirement Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) _______
(b) _______
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5. SOLE VOTING POWER
27
6. SHARED VOTING POWER
1,018,861
7. SOLE DISPOSITIVE POWER
27
8. SHARED DISPOSITIVE POWER
1,018,861
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Less than .01%.
12. TYPE OF REPORTING PERSON
IN
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert J. Dahl, individually and as Co-Trustee of the
American Business Products, Inc. Profit Sharing Retirement Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) _______
(b) _______
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5. SOLE VOTING POWER
8,636
6. SHARED VOTING POWER
1,015,748.6718
7. SOLE DISPOSITIVE POWER
8,636
8. SHARED DISPOSITIVE POWER
1,015,748.6718
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,049.67180
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.06%
12. TYPE OF REPORTING PERSON
IN
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STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
AMERICAN BUSINESS PRODUCTS, INC.
PROFIT SHARING RETIREMENT PLAN
Item 1(a). Name of Issuer:
AMERICAN BUSINESS PRODUCTS, INC.
Item 1(b). Address of Issuer's Principal Executive Offices
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(a). Name of Person Filing:
AMERICAN BUSINESS PRODUCTS, INC. PROFIT SHARING RETIREMENT
PLAN
Item 2(b). Address of Principal Business Office
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, $2 par value
Item 2(e). CUSIP Number:
024763 10 4
Item 3. If this statement is filed pursuant to Section 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(f) X An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F)
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Item 4. Ownership.
(a) Amount beneficially owned: 1,018,861
(b) Percent of class: 6.21%
(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: 1,018,861
(iii) sole power to dispose or to direct the
disposition of: 0
(iv) shared power to dispose or to direct the
disposition of: 1,018,861
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:
Thomas R. Carmody, Henry Curtis VII, John H. Karr and Robert
J. Dahl are trustees ("Trustees") of the trust (the "Trust")
created pursuant to the American Business Products, Inc.
Profit Sharing Retirement Plan (the "Plan") which holds
1,018,861 shares of Common Stock on behalf of the Plan, all of
which have been allocated to the accounts of Plan participants
as of December 31, 1997.
VOTING RIGHTS. Under the terms of the Plan, the participants
have the right to direct the Trustee as to the exercise of all
voting rights with respect to the whole shares of Common Stock
allocated to the participant's account. Fractional shares and
any whole shares for which participants do not give
instructions are voted by the Trustees as they deem to be
proper. Voting procedures are developed to ensure
confidentiality.
TENDER OFFER RIGHTS. Each participant has the right to direct
the Trustees as to whether, in accordance with the terms of
any tender offer for shares of Common Stock, to tender the
whole shares of Common Stock attributable to his account, and
the Trustees must follow the directions to the extent they are
proper. Fractional shares and any whole shares for which
directions are not received will be tendered by the Trustees
in the same proportion as the whole shares that are tendered
by the tendering participants.
INVESTMENT POWER. Under the terms of the Plan, the Stock Bonus
Accounts, and all undistributed income accruing thereon, must
be invested by the Trustees primarily in Common Stock. Pending
distribution of fractional shares or permanent investment of
assets of the Stock Bonus Accounts in Common Stock, the
Trustees may temporarily hold cash and may invest the assets
in high-quality short-term or money equivalent investments.
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POWER TO DISPOSE OF COMMON STOCK. Under the terms of the Plan,
any distribution of a Stock Bonus Account to a participant
must be in the form of a single sum distribution payable in
whole shares of Common Stock. Any remaining amount
representing a fractional share of Common Stock is paid in
cash. The Trustees have the power to dispose of shares of
Common Stock to the extent necessary to make cash payments
representing fractional shares.
Mr. Carmody and Mr. Karr disclaim any beneficial ownership in
the shares held by the Trust. Mr. Curtis and Mr. Dahl disclaim
any beneficial ownership in the shares held by the Trust,
other than the shares allocated to his respective account.
The amount reported in Row 9 does not include shares of Common
Stock beneficially owned or deemed to be beneficially owned by
the Trustees in their individual capacity and not as Trustees
of the Trust.
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 Group.
Not applicable
Item 10. Certification.
By signing below, we certify that, to the best of our
knowledge and belief, the securities referred to above were
acquired and are held in the ordinary course of business and
were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not
held in connection with or as a participant in any transaction
having that purpose or effect.
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SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief, we certify
that the information set forth in this statement is true, complete and correct.
AMERICAN BUSINESS PRODUCTS, INC.
PROFIT SHARING RETIREMENT PLAN
Date: February 13, 1998 By: /s/ Thomas R. Carmody
----------------------------------------
Thomas R. Carmody, Trustee
Date: February 13, 1998 By: /s/Henry Curtis VII
----------------------------------------
Henry Curtis VII, Trustee
Date: February 13, 1998 By: /s/ John H. Karr
----------------------------------------
John H. Karr, Trustee
Date: February 13, 1998 By: /s/ Robert J. Dahl
----------------------------------------
Robert J. Dahl, Trustee
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STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
THOMAS R. CARMODY
Item 1(a). Name of Issuer:
AMERICAN BUSINESS PRODUCTS, INC.
Item 1(b). Address of Issuer's Principal Executive Offices
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(a). Name of Person Filing:
Thomas R. Carmody, individually and as Trustee of the American
Business Products, Inc. Profit Sharing Retirement Plan
Item 2(b). Address of Principal Business Office
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, $2 par value
Item 2(e). CUSIP Number:
024763 10 4
Item 3. If this statement is filed pursuant to Section 13d-1(c),
check this box. [ X ]
Item 4. Ownership as of December 31, 1997.
(a) Amount beneficially owned: 91,686
The shares shown include 51,547 shares owned jointly
by Mr. Carmody and his wife and 33,000 shares which
Mr. Carmody may acquire upon the exercise of stock
options.
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(b) Percent of class: .56%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the
vote: 40,139
(ii) shared power to vote or to direct the
vote: 1,070,408
(iii) sole power to dispose or to direct the
disposition of: 40,139
(iv) shared power to dispose or to direct the
disposition of: 1,070,408
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 shares shown in response to Item 4(a) do not include
1,018,861 shares for which Mr. Carmody shares investment and
voting power as co-trustee of the Trust. The first five
paragraphs of the response by the Plan to Item 6 of this
Schedule 13G are incorporated herein by reference. Mr. Carmody
disclaims beneficial ownership of the shares held by the
Trust.
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 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 not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose 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.
Date: February 13, 1998 By: /s/ Thomas R. Carmody
--------------------------------
Thomas R. Carmody
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STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
HENRY CURTIS VII
Item 1(a). Name of Issuer:
AMERICAN BUSINESS PRODUCTS, INC.
Item 1(b). Address of Issuer's Principal Executive Offices
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(a). Name of Person Filing:
Henry Curtis VII, individually and as Trustee of the American
Business Products, Inc. Profit Sharing Retirement Plan
Item 2(b). Address of Principal Business Office
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, $2 par value
Item 2(e). CUSIP Number:
024763 10 4
Item 3. If this statement is filed pursuant to Section 13d-1(c),
check this box. [ ]
Item 4. Ownership as of December 31, 1997.
(a) Amount beneficially owned: 133,913
The shares shown include 2,925 shares which Mr.
Curtis may acquire upon the exercise of stock
options; 1,415 shares allocated to his account under
the Plan and 54 shares allocated to his account under
the
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American Business Products, Inc. Employee Savings
Plan (the "Employee Savings Plan").
(b) Percent of class: .82%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the
vote: 213,420
(ii) shared power to vote or to direct the
vote: 1,038,539
(iii) sole power to dispose or to direct the
disposition of: 133,913
(iv) shared power to dispose or to direct the
disposition of: 1,017,446
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 shares shown in response to Item 4(a) do not include
1,017,446 shares for which Mr. Curtis shares investment and
voting power as co-trustee of the Trust. The first five
paragraphs of the response by the Plan to Item 6 are
incorporated herein by reference. Mr. Curtis disclaims
beneficial ownership of the shares held by the Trust, other
than the 1,415 shares allocated to his account.
In addition, the shares shown in response to Item 4(a) do not
include 79,507 shares voted by Mr. Curtis as trustee of
certain family trusts and for which he disclaims beneficial
ownership or 21,093 shares for which he shares voting and
investment power as co-trustee of a family trust and for which
he disclaims any beneficial ownership.
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 Group.
Not applicable
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Item 10. Certification.
By signing below, I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
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.
Date: February 13, 1998 By: /s/ Henry Curtis VII
-----------------------------------------
Henry Curtis VII
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STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
JOHN H. KARR
Item 1(a). Name of Issuer:
AMERICAN BUSINESS PRODUCTS, INC.
Item 1(b). Address of Issuer's Principal Executive Offices
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(a). Name of Person Filing:
John H. Karr, individually and as Trustee of the American
Business Products, Inc. Profit Sharing Retirement Plan
Item 2(b). Address of Principal Business Office
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, $2 par value
Item 2(e). CUSIP Number:
024763 10 4
Item 3. If this statement is filed pursuant to Section 13d-1(c),
check this box. [ ]
Item 4. Ownership as of December 31, 1997.
(a) Amount beneficially owned: 27
(b) Percent of class: Less than .01%
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(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the
vote: 27
(ii) shared power to vote or to direct the
vote: 1,018,861
(iii) sole power to dispose or to direct the
disposition of: 27
(iv) shared power to dispose or to direct the
disposition of: 1,018,861
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 shares shown in response to Item 4(a) do not include
1,018,861 shares for which Mr. Karr shares investment and
voting power as co-trustee of the Trust. The first five
paragraphs of the response by the Plan to Item 6 are
incorporated herein by reference. Mr. Karr disclaims
beneficial ownership of the 1,018,861 shares held by the
Trust.
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 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 not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose 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.
Date: February 13, 1998 By: /s/ John H. Karr
-----------------------------------------
John H. Karr
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STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
ROBERT J. DAHL
Item 1(a). Name of Issuer:
AMERICAN BUSINESS PRODUCTS, INC.
Item 1(b). Address of Issuer's Principal Executive Offices
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(a). Name of Person Filing:
Robert J. Dahl, individually and as Trustee of the
American Business Products, Inc. Profit Sharing Retirement
Plan
Item 2(b). Address of Principal Business Office
2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, $2 par value
Item 2(e). CUSIP Number:
024763 10 4
Item 3. If this statement is filed pursuant to Section 13d-1(c),
check this box. [ X ]
Item 4. Ownership as of December 31, 1997.
(a) Amount beneficially owned: 10,049.67180
The shares shown include 4,042 shares which Mr. Dahl
may acquire upon the exercise of stock options;
1,413.67180 shares held jointly with
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his wife; 4,526 shares allocated to Mr. Dahl's
account under the Plan and 68 shares allocated to his
account under the Employee Savings Plan.
(b) Percent of class: .06%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the
vote: 8,636
(ii) shared power to vote or to direct the
vote: 1,015,748.6718
(iii) sole power to dispose or to direct the
disposition of: 8,636
(iv) shared power to dispose or to direct the
disposition of: 1,015,748.6718
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 shares shown in response to Item 4(a) do not include
1,014,335 shares for which Mr. Dahl shares investment and
voting power as co-trustee of the Trust. The first five
paragraphs of the response by the Plan to Item 6 are
incorporated herein by reference. Mr. Dahl disclaims
beneficial ownership of the shares held by the Trust, other
than the 4,526 shares allocated to his account.
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 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 not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose 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.
Date: February 13, 1998 By: /s/ Robert J. Dahl
-----------------------------------------
Robert J. Dahl
22
