SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
____________
SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3)*
CATALYTICA, INC.
(Name of Issuer)
Common Stock $0.001 par value
(Title of Class of Securities)
148885106
(CUSIP Number)
* 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 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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CUSIP No. 148885106 13G Page 2 of 4 Pages
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
The Lubrizol Corporation 34-0367600
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) / /
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER 1,625,672
6. SHARED VOTING POWER Not Applicable
7. SOLE DISPOSITIVE POWER 1,625,672
8. SHARED DISPOSITIVE POWER Not Applicable
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,625,672
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
8.4%
12. TYPE OF REPORTING PERSON
CO
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Page 3 of 4 Pages
Item 1(a): Catalytica, Inc.
Item 1(b): 430 Ferguson Drive
Mountain View, CA 94043
Item 2(a): The Lubrizol Corporation
Item 2(b): 29400 Lakeland Boulevard
Wickliffe, Ohio 44092
Item 2(c): The Lubrizol Corporation is an Ohio corporation
Item 2(d): Common Stock
Item 2(e): 148885106
Item 3: Not Applicable
Item 4(a): 1,625,672
Item 4(b): 8.4%
Item 4(c)(i): 1,625,672
Item 4(c)(ii): Not Applicable
Item 4(c)(iii): 1,625,672
Item 4(c)(iv): Not Applicable
<PAGE>
Page 4 of 4 Pages
Item 5: Not Applicable
Item 6: Not Applicable
Item 7: Not Applicable
Item 8: Not Applicable
Item 9: Not Applicable
Item 10: Not Applicable
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.
2/5/97
Date:
THE LUBRIZOL CORPORATION
By: /s/ R. A. Andreas
Signature
R. A. Andreas
Vice President and
Chief Financial Officer
Name/Title
