<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment # 3
A. P. Green Industries, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $1.00 Par Value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
393059100
- --------------------------------------------------------------------------------
CUSIP Number
Check the following box if a fee is
being paid with this statement. / /
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
CUSIP NO. 393059100
-----------
- --------------------------------------------------------------------------------
1) Names of Reporting Persons Mercantile Bancorporation Inc.
S.S. or I.R.S. Identifica-
tion Nos. of above Persons 43-0951744
- --------------------------------------------------------------------------------
(a)
2) Check the appropriate Box if a member of a group
(b)
- --------------------------------------------------------------------------------
3) SEC Use Only
- --------------------------------------------------------------------------------
4) Citizenship or Place of Organization Missouri
- --------------------------------------------------------------------------------
(5) Sole Voting Power 270
Number of
Shares Bene- ---------------------------------------------------------------
ficially
Owned by (6) Shared Voting Power 405,007
Each Report-
ing Person ---------------------------------------------------------------
With
(7) Sole Dispositive Power 0
---------------------------------------------------------------
(8) Shared Dispositive Power 405,240
- --------------------------------------------------------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person 405,277 *
- --------------------------------------------------------------------------------
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
- --------------------------------------------------------------------------------
11) Percent of Class Represented by Amount in Row 9 10.1%
- --------------------------------------------------------------------------------
12) Type of Reporting Person H.C.
- --------------------------------------------------------------------------------
Page 1 of 5
<PAGE> 2
* The filing of this Statement on Schedule 13G by Mercantile Bancorporation
Inc. ("MBI") does not constitute, and should not be construed as, an admission
of beneficial ownership of any of the securities described herein by it, by its
subsidiary Mercantile Bank of St. Louis National Association, ("MBSL"), or by
any trusts for which MBSL is trustee. Nor is the filing of this statement
an admission by any of said parties that they are required to file this
statement. In fact, MBI, MBSL, A. P. Green Industries, Inc. 401(k) Plan--Stock
Fund Trust and the A. P. Green Industries, Inc. Hourly Investment Plan--Stock
Fund Trust each specifically disclaim beneficial ownership of 405,007
shares of A. P. Green Industries, Inc. $1.00 par value Common Stock included
below which shares are held in the aforementioned Trusts, with MBSL as Trustee.
Item 1(a) Name of Issuer:
A. P. Green Industries, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
Green Boulevard
Mexico, Mo 65265
Item 2(a) Name of Person Filing:
This filing is made by Mercantile Bancorporation, Inc.
as a Parent Holding Company pursuant to section
240.13d-1(b)(ii)(G) on behalf of its subsidiary
identified in "Exhibit A" hereto.
Item 2(b) Address of Principal Business Offices or, if none, Residence:
#1 Mercantile Center
St. Louis, Missouri 63101
Item 2(c) Citizenship
MBI is a corporation organized and existing under the
laws of the State of Missouri, with its principal
location in the State of Missouri.
Item 2(d) Title of Class of Securities:
A. P. Green Industries, Inc. Common Stock, $1.00 Par
Value Per Share
Item 2(e) CUSIP Number:
393059100
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) ( ) 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) ( ) 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 Sec. 240.13d-1(b)(1)(ii)(F)
(g) (x) Parent Holding Company, in accordance with
Sec. 240.13d-1(b)(ii)(G)
(h) ( ) Group, in accordance with Sec. 240.13d-1(b)(1)(ii)(H)
Page 2 of 5
<PAGE> 3
Item 4. Ownership.
(a) Amount Beneficially Owned:
405,277(1)
(b) Percent of Class:
10.1%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 270
(ii) shared power to vote or to direct the vote 405,007 (1)
(iii) sole power to dispose or to direct the
disposition of 0
(iv) shared power to dispose or to direct the
disposition of 405,240 (1)
- ------------------
(1) 405,007 of the shares included above in the shared power to vote and
shared power to dispose totals are held by MBI's subsidiary, MBSL, as Trustee
for the A. P. Green Industries, Inc. 401(k) Plan--Stock Fund Trust and the
A. P. Green Industries, Inc. Hourly Investment Plan--Stock Fund Trust.
Participants in these two trusts have the right to direct the Trustee
in the voting of Common Stock allocated to their accounts on all matters
required to be submitted to a vote of shareholders. If no directions are
received as to voting of allocated shares, the Trustee votes such shares in
the same proportion as the allocated shares for which the Trustee receives
directions. The unallocated shares of Common Stock also are voted by the Trustee
in the same proportion as the allocated shares for which the Trustee receives
directions from participants. MBSL disclaims beneficial ownership as to the
405,007 shares of Common Stock held by it in its capacity as Trustee of the
aforementioned Trusts. The remainder of the shares included above are held by
MBSL as trustee in various other trust accounts.
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.
Over 5% (405,007 shares) of the outstanding securities of the class
reported herein are held by MBSL as trustee for the A. P. Green Industries,
Inc. 401(k) Plan--Stock Fund Trust and the A. P. Green Industries, Inc. Hourly
Investment Plan--Stock Fund Trust. Pursuant to the terms of the A. P. Green
Industries, Inc. 401(k) Plan--Stock Fund Trust and the A. P. Green Industries,
Inc. Hourly Investment Plan--Stock Fund Trust and the related plans,
participants are entitled to receive certain distributions of assets held by
the aforementioned Trusts. Such distributions may include dividends in or
proceeds from the sale of the shares of Common Stock reflected in this
Schedule 13G.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company.
See Exhibit A
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Page 3 of 5
<PAGE> 4
Item 10. Certification.
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 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 purposes or effect.
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth on this statement is true,
complete and correct.
Dated: February 14, 1994
- ---------------------------------------
Mercantile Bancorporation, Inc.
By: S/ Janie Greenwood Harris
- ---------------------------------------
Janie Greenwood Harris, Senior Attorney
Page 4 of 5
<PAGE> 5
EXHIBIT A
Item 7. Identification of Relevant Subsidiaries
Name Item 3 Classification
---------------------------------------------------------------------
Mercantile Bank of St. Louis N. A. Bank
Mercantile Bank of Topeka Bank
Page 5 of 5
