UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
Lindberg Corporation
(Name of Issuer)
Common Stock, $2.50 Par Value
(Title of Class of Securities)
5351-71-10-2
(CUSIP Number)
Randy A. Bridgeman, Bell, Boyd & Lloyd
70 West Madison Street, Suite 3300
Chicago, Illinois 60602
Tel: (312) 372-1121
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 27, 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 which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box ( ).
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) 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 1 of 4 Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 5351-71-10-2
PAGE 2 of 4 Pages
1 NAME OF REPORTING PERSON: George H. Bodeen
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
a ( ) b ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS: Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): ( )
6 CITIZENSHIP OR PLACE OF ORGANIZATION: U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER: 80,750
8 SHARED VOTING POWER: 119,914
9 SOLE DISPOSITIVE POWER: 161,864
10 SHARED DISPOSITIVE POWER: 38,800
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 212,164
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: (X)
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 4.4%
14 TYPE OF REPORTING PERSON: IN
<PAGE>
PAGE 3 of 4 Pages
There have been no changes in the information reported in the
statement of the undersigned filed with the Securities and Exchange
Commission under cover of Schedule 13D, Amendment No. 4, except as
indicated below:
Item 5. Interest in Securities of the Issuer.
(a) At March 10, 1998:
Aggregate number of securities beneficially owned: 212,164*
(including 11,500 shares subject to immediately exercisable
options)
Percentage of Class: 4.4% (based on 4,845,481 shares
outstanding at March 10, 1998 and 11,500 shares subject
to immediately exercisable options)
(b) Number of shares as to which such person has:
(i) sole voting power: 80,750
(ii) shared voting power: 119,914**
(iii) sole dispositive power: 161,864***
(iv) shared dispositive power: 38,800****
* Excludes 417,176 shares owned by Mr. Bodeen's wife. Includes 75,750
shares held directly, 5,000 shares held by Mr. Bodeen's retirement trust
of which he is the sole trustee, 81,114 shares held by trusts created by
the will of Mr. Bodeen's father-in-law, LeRoy A. Lindberg, deceased, and
38,800 shares held by a family charitable foundation of which Mr. Bodeen
is a co-trustee.
** Power to vote over 81,114 shares is shared between Bank of America
Illinois and Mr. Bodeen, as co-trustees of trusts created under the will
of Mr. Bodeen's father-in-law, Leroy A. Lindberg, deceased, and power to
vote over 38,800 shares is shared with Mr. Bodeen's wife as co-trustees
of a family charitable foundation.
*** Mr. Bodeen has sole dispositive power over 80,750 shares held for
his own account and 81,114 shares held as co-trustee of trusts created
under the will of Mr. Bodeen's father-in-law, LeRoy A. Lindberg, deceased.
**** Mr. Bodeen shares dispositive power over 38,800 shares held by a
family charitable foundation of which Mr. Bodeen is a co-trustee.
(c) The reporting persons have effected the following transactions
in the last 60 days:
<TABLE>
<CAPTION>
Amount Sold or Type of
Date Transferred Price Transaction
-------- ----------- --------- -------------------
<S> <C> <C> <C>
12/18/96 20,000 N/A Gift of shares by spouse
to family foundation
02/06/97 20,000 N/A Gift of shares by spouse
to family foundation
10/31/97 1,200 $14.25 Open market sale by
family foundation
02/17/98 42,553 N/A Transfer of shares from
account of trust to
account of beneficiary
02/17/98 42,553 N/A Transfer of shares from
account of trust to
account of beneficiary
02/27/98 42,875 N/A Transfer of shares from
account of Estate of
S. Lindberg to beneficiary
02/27/98 42,876 N/A Transfer of shares from
account of Estate of
S. Lindberg to beneficiary
</TABLE>
(e) This statement is being filed to report the fact that, as of
the date of this statement, the reporting person has ceased
to be the beneficial owner of more than five percent of the
class of securities.
<PAGE>
PAGE 4 of 4 Pages
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: March 31, 1998 /s/ George H. Bodeen
------------------------
George H. Bodeen
