UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 OMB Number: 3235-0145
Expires: October 31, 1994
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SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 11 )*
Sealright Co., Inc.
(Name of Issuer)
Common Stock - $.10 par value
(Title of Class of Securities)
812138 10 5
(CUSIP Number)
Check the following box if a fee is being paid with the statement
[ ]. (A fee is not required only if the filing person: (1) has a
previous statement on file reporting beneficial ownership of more
than five percent of the class of securities described in Item 1;
and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*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).
<PAGE>
13G
CUSIP No. 812138 10 5 Page 2 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
G. Kenneth Baum
# ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
Not Applicable (b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 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 EACH REPORTING PERSON
-0-
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
0.0%
12 TYPE OF REPORTING PERSON*
IN
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
13G
CUSIP No. 812138 10 5 Page 3 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
William D. Thomas
# ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
Not Applicable (b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 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 EACH REPORTING PERSON
-0-
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
0.0%
12 TYPE OF REPORTING PERSON*
IN
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
13G
CUSIP No. 812138 10 5 Page 4 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George K. Baum Group, Inc.
# 43-1252188
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
Not Applicable (b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri Corporation
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 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 EACH REPORTING PERSON
-0-
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
0.0%
12 TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
This Amendment No. 11 to Schedule 13G amends the
Amendment No. 10 to Schedule 13G filed on February 5, 1996
(collectively, with all amendments thereto, the "Schedule 13G").
The Schedule 13G is being filed to reflect the conversion on June
30, 1998, of all of the reporting persons' shares of Sealright
Co., Inc. into the right to receive, for each share, $11.00 in
cash and 0.5 shares of common stock, par value $.01 per share, of
JPS Packaging Company pursuant to the Agreement and Plan of
Merger, dated as of March 2, 1998, by and among Huhtamaki Oy,
Seal Acquisition Corporation and Sealright Co., Inc.
ITEM 1:
(a) Name of Issuer: Sealright Co., Inc., a Delaware
corporation
(b) Address of Issuer's Principal Executive Offices:
9201 Packaging Dr.
De Soto, Kansas 66018-9503
ITEM 2:
(a) Name of Person Filing: This Schedule 13G is filed
pursuant to Rule 13d-1(c) of the Securities and
Exchange Act of 1934, as amended (the "Act"). It
is filed in conformity with Rule 13d-1(f)(1) of
the Act as a joint filing by the following
persons: G. Kenneth Baum, William D. Thomas and
George K. Baum Group, Inc.
(b) Address of Principal Business Office or, if none,
Residence:
The business address for G. Kenneth Baum, William
D. Thomas and George K. Baum Group, Inc. is 120
West 12th Street, Suite 800, Kansas City, Missouri
64105.
(c) Citizenship: G. Kenneth Baum and William D.
Thomas are United States Citizens.
George K. Baum Group, Inc. is a
Missouri corporation.
(d) Title of Class of Securities: Common stock, par
value $.10 per share.
(e) CUSIP No.: 812138 10 5
ITEM 3:
If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
Not Applicable
<PAGE>
ITEM 4: Ownership
As of June 30, 1998, immediately following the merger:
(a) Amount beneficially owned/Percent of class:
(i) G. Kenneth Baum beneficially owned no shares
and no percent of the outstanding common
stock of Sealright Co., Inc.
(ii) William D. Thomas beneficially owned no
shares and no percent of the outstanding
common stock of Sealright Co., Inc.
(iii) George K. Baum Group, Inc. beneficially
owned no shares and no percent of the
outstanding common stock of Sealright
Co., Inc.
(b) Number of shares of which such person has:
(i) sole power to vote or to direct the vote:
1. 0 shares with respect to G. Kenneth
Baum.
2. 0 shares with respect to William D.
Thomas.
3. 0 shares with respect to George K. Baum
Group, Inc.
(ii) shared power to vote or to direct the vote:
1. 0 shares with respect to G. Kenneth
Baum.
2. 0 shares with respect to William D.
Thomas.
3. 0 shares with respect to George K. Baum
Group, Inc.
(iii) sole power to dispose or to direct the
disposition of:
1. 0 shares with respect to G. Kenneth
Baum.
2. 0 shares with respect to William D.
Thomas.
3. 0 shares with respect to George K. Baum
Group, Inc.
(iv) shared power to dispose or to direct the
disposition of:
1. 0 shares with respect to G. Kenneth
Baum.
2. 0 shares with respect to William D.
Thomas.
3. 0 shares with respect to George K. Baum
Group, Inc.
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 the reporting persons have
ceased to be the beneficial owners of more than five
percent of the class of securities, check the following
X.
<PAGE>
ITEM 6: Ownership of More than Five Percent on Behalf of
Another Person.
No other person is known to have the right to receive
or the power to direct the receipt of dividends from or
the proceeds from the sale of, the common stock of the
issuer owned by the reporting persons.
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.
Not applicable.
<PAGE>
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: August 25, 1998
/s/ G. Kenneth Baum
G. Kenneth Baum
/s/ William D. Thomas
William D. Thomas
GEORGE K. BAUM GROUP, INC.
By: /s/ William D. Thomas
William D. Thomas
President
EXHIBIT A
AGREEMENT
RESPECTING JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree to jointly prepare and file with
regulatory authorities a Schedule 13G reporting each of the
undersigned's ownership of shares of common stock of Sealright
Co., Inc., a Delaware corporation, and hereby affirm that such
Schedule 13G is being filed on behalf of each of the undersigned.
Date: August 25, 1998.
/s/ G. Kenneth Baum
G. Kenneth Baum
/s/ William D. Thomas
William D. Thomas
GEORGE K. BAUM GROUP, INC.
By: /s/ William D. Thomas
William D. Thomas
President
