SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 12)*
KANSAS CITY SOUTHERN INDUSTRIES, INC.
(Name of Issuer)
Common Stock, Par Value $0.01 Per Share
(Title of Class of Securities)
485 1701 04
(CUSIP Number)
* This statement constitutes Amendment No. 12 to the Schedule 13G, dated
March 4, 1988, as amended February 2, 1989, January 31, 1990, January 7,
1991, February 7, 1992, February 11, 1993, February 11, 1994, February 13,
1995, February 13, 1996, February 13, 1997, and February 13, 1998,
previously filed by UMB Bank, n.a. (formerly United Missouri Bank, n.a.)
("UMB") and Amendment No. 7 to Schedule 13G dated February 7, 1992, as amended
February 11, 1993, February 11, 1994, February 13, 1995, February 13, 1996,
February 13, 1997, and February 13, 1998, previously filed by UMB's parent,
UMB Financial Corporation (formerly United Missouri Bancshares, Inc.)
and Amendment No. 7 to Schedule 13G dated February 7, 1992, as amended
February 11, 1993, February 11, 1994, February 13, 1995, February 13, 1996,
February 13, 1997, February 13, 1998, and February 16, 1999, previously
filed by The Employee Stock Ownership Plan (the "KCSI ESOP"), for employees
of Kansas City Southern Industries, Inc. with respect to the common stock,
par value $0.01 per share (the "Common Stock"), of Kansas City Southern
Industries, Inc., a Delaware corporation (the "Issuer").
Page 1 of 12 Pages
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CUSIP NO. 485 1701 04 SCHEDULE 13G Page 2 of 12 Pages
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of above person:
UMB BANK, n.a. ("UMB")
2. Check the Appropriate box if a member of a group (a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization: United States
Number of Shares Beneficially owned by UMB With:
5. Sole Voting Power: 15,780. UMB disclaims beneficial ownership of
these shares.
6. Shared Voting Power: 31,750. UMB disclaims beneficial ownership of
these shares.
7. Sole Dispositive Power: 15,780. UMB disclaims beneficial
ownership of these shares.
8. Shared Dispositive Power: 5,975,946. UMB disclaims beneficial
ownership of these shares which include 3,997,504 shares held as trustee
of The Employee Stock Ownership Plan (the "KCSI ESOP"), for employees of
Kansas City Southern Industries, Inc.
9. Aggregate Amount Beneficially Owned by UMB: 5,991,726. UMB
disclaims beneficial ownership of these shares, which include 3,997,504
shares held as trustee of the KCSI ESOP.
10. Check Box if the Aggregate Amount in Row (9) excludes Certain
Shares: [X] Such amount excludes 568,156 shares of the Issuer's Common Stock
held in custody accounts by UMB for which UMB has no voting or
dispositive power.
11. Percent of Class Represented by Amount in Row 9: 5.4%
12. Type of Reporting Person: BK
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CUSIP NO. 485 1701 04 SCHEDULE 13G Page 3 of 12 Pages
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of above person:
UMB FINANCIAL CORPORATION ("UMBFC")
2. Check the Appropriate box if a member of a group (a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization: Missouri
Number of Shares Beneficially owned by UMBFC With:
5. Sole Voting Power: -0-
6. Shared Voting Power: -0-
7. Sole Dispositive Power: -0-
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by UMBFC: -0-
10. Check Box if the Aggregate Amount in Row (9) excludes Certain
Shares: [X] Such amount excludes 6,559,882 shares of the Issuer's Common
Stock held by UMB in various capacities as to which UMBFC has no voting
or dispositive power.
11. Percent of Class Represented by Amount in Row 9: 0%
12. Type of Reporting Person: HC
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CUSIP NO. 485 1701 04 SCHEDULE 13G Page 4 of 12 Pages
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of above person:
THE EMPLOYEE STOCK OWNERSHIP PLAN ("KCSI ESOP"), for employees of
Kansas City Southern Industries, Inc.
2. Check the Appropriate box if a member of a group (a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization: Missouri
Number of Shares Beneficially owned by KCSI ESOP With:
5. Sole Voting Power: -0-
6. Shared Voting Power: -0-
7. Sole Dispositive Power: -0-
8. Shared Dispositive Power: 3,997,504. Beneficial ownership is
disclaimed as to all of these shares, which are held on behalf of the KCSI ESOP.
9. Aggregate Amount Beneficially Owned by KCSI ESOP: 3,997,504.
Beneficial ownership is disclaimed as to all of these shares, which are
held on behalf of the KCSI ESOP and have been allocated to the accounts
of participants.
10. Check Box if the Aggregate Amount in Row (9) excludes Certain
Shares: [ ]
11. Percent of Class Represented by Amount in Row 9: 3.6%
12. Type of Reporting Person: EP
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CUSIP NO. 485 1701 04 Page 5 of 12 Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 12)
Item 1(a) Name of Issuer:
Kansas City Southern Industries, Inc., a Delaware corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
114 West 11th Street, Kansas City, Missouri 64105
Item 2(a) Names of Persons Filing:
(i) UMB Bank, n.a. ("UMB")
(ii) UMB Financial Corporation ("UMBFC")
(iii) The Employee Stock Ownership Plan ("KCSI ESOP"), for
employees of Kansas City Southern Industries, Inc.
Item 2(b) Address of Principal Business or, if none, Residence:
Both UMB and UMBFC maintain their principal executive offices at,
and the address for the KCSI ESOP is, 1010 Grand Boulevard, Kansas City,
Missouri 64106
Item 2(c) Citizenship:
UMBFC is a corporation organized under the laws of the State of
Missouri, UMB is a national banking association chartered by the United
States and the KCSI ESOP is a trust organized in the State of Missouri.
Item 2(d) Title of Class of Securities: common stock, par value $0.01
per share the "Common Stock").
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CUSIP NO. 485 1701 04 SCHEDULE 13G Page 6 of 12 Pages
Item 2(e) CUSIP Number: 485 1701 04
Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or
(c), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act
(b) [X] Bank as defined in section 3(a)(6) of the Act
(UMB)
(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 of 1940
(e) [ ] An investment adviser registered under Section 203
of the Investment Advisers Act of 1940 or under the
laws of any state
(f) [X] Employee Benefit Plan which is subject to the
provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see Section 240.13d-
1(b)(1)(ii)(F) (KCSI ESOP)
(g) [X] A parent holding company or control person, in
accordance with Section 240.13d-1(b)(ii)(G) (Note:
See Item 7) (UMBFC)
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act
(i) [ ] A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the
Investment Company Act of 1940
(j) [ ] Group, in accordance with Section 240.13d-
1(b)(1)(ii)(J)
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CUSIP NO. 485 1701 04 SCHEDULE 13G Page 7 of 12 Pages
If this statement is filed pursuant to Section 240.13d-1(c), check
this box. [ ]
UMB may be deemed to beneficially own certain shares of Issuer's
Common Stock, including the shares held by the KCSI ESOP and shares of Common
Stock held in other capacities. As trustee, UMB may be deemed to have
shared dispositive power over the shares of Common Stock held by the KCSI ESOP,
although UMB disclaims beneficial ownership over such shares. With respect
to the shares of Common Stock held in other capacities, UMB may also be
deemed to have either sole or shared voting power over certain of such
shares, but disclaims beneficial ownership over such shares. UMB disclaims
beneficial ownership over and has not included in this Schedule 13G any and
all shares of the Issuer's Common Stock held in custodial and other
capacities over which UMB has no voting or dispositive power (either by
itself or with others).
Therefore, UMB may be deemed to beneficially own shares of the
Issuer's Common Stock as follows:
(a) Amount Beneficially Owned: 5,991,726. Beneficial
ownership is disclaimed as to these shares, 3,997,504 of which are held
on behalf of the KCSI ESOP. Such amount excludes 568,156 shares of Issuer's
Common Stock held in custody accounts by UMB for which UMB has no voting or
dispositive power.
(b) Percent of Class: 5.4%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 15,780.
UMB disclaims beneficial ownership of these shares.
(ii) shared power to vote or to direct the vote:
31,750. UMB disclaims beneficial ownership of these shares.
<PAGE>
CUSIP NO. 485 1701 04 SCHEDULE 13G Page 8 of 12 Pages
(iii) sole power to dispose or to direct the disposition
of: 15,780. UMB disclaims beneficial ownership of these shares.
(iv) shared power to dispose or to direct the
disposition of: 5,975,946. UMB disclaims beneficial ownership of these
shares, which include 3,997,504 shares held on behalf of the KCSI ESOP.
Item 5 Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that, as of the
date hereof, one of the reporting persons has ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following [X].
UMB and UMBFC have a continuing obligation to report their
ownership of more than 5% of a class, but the KCSI ESOP has ceased to be the
beneficial owner of 5% of the class of securities.
Item 6 Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7 Identification and Classification of the Subsidiary which
Acquired the Security Being Reported on by the Parent Holding Company.
Information as to UMB, which is jointly filing this statement with
UMBFC, is presented above.
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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CUSIP NO. 485 1701 04 SCHEDULE 13G Page 9 of 12 Pages
Item 10 Certification.
See below.
<PAGE>
CUSIP NO. 485 1701 04 SCHEDULE 13G Page 10 of 12 Pages
Signature
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 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.
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
UMB Bank, n.a.
Dated: February 16, 1999 By_________________________
David D. Miller,
Executive Vice President
and Corporate Secretary
UMB Financial Corporation
Dated: February 16, 1999 By_________________________
David D. Miller,
Executive Vice President
and Corporate Secretary
The Employee Stock Ownership Plan,
for employees of Kansas City
Southern Industries, Inc.
By: UMB Bank, n.a., Trustee
Dated: February 16, 1999 By_________________________
David D. Miller,
Executive Vice President
and Corporate Secretary
<PAGE>
CUSIP NO. 485 1701 04 SCHEDULE 13G Page 11 of 12 Pages
EXHIBIT INDEX
Exhibit Document Page No.
A. Joint Filing Agreement
<PAGE>
CUSIP NO. 485 1701 04 SCHEDULE 13G Page 12 of 12 Pages
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended, the persons named below agree to the joint filing on behalf of
each of them of the Schedule 13G to which this Exhibit is attached with respect
to the Common Stock, par value $0.01 per share, of Kansas City Southern
Industries, Inc., a Delaware corporation, and consent to this Joint Filing
Agreement being included as an Exhibit to such filing. In evidence thereof the
undersigned hereby execute this Agreement this 16th day of February, 1999.
UMB Bank, n.a.
Dated: February 16, 1999 By_________________________
David D. Miller,
Executive Vice President
and Corporate Secretary
UMB Financial Corporation
Dated: February 16, 1999 By_________________________
David D. Miller,
Executive Vice President
and Corporate Secretary
The Employee Stock Ownership Plan,
fpr employees of Kansas City
Southern Industries, Inc.
By: UMB Bank, n.a., Trustee
Dated: February 16, 1999 By_________________________
David D. Miller,
Executive Vice President
and Corporate Secretary
