Conformed Copy
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __)*
NEWCOR, INC.
(Name of Issuer)
Common Stock, $1.00 Par Value
(Title of Class of Securities)
651186108
(CUSIP Number)
Kent E. Shafer, Miller, Canfield, Paddock and Stone, P.L.C.,
150 W. Jefferson, Suite 2500, Detroit, MI 48226
(313) 496-7570
(Name, Address, and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 4, 1995
(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 [ ].
Check the following box if a fee is being paid with the statement [X].
(A fee is not required only if the reporting 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.)
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).
CUSIP No. 651186108
_________________________________________________________________
(1) Names of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above
Persons
Catherine A. Gofrank
___________________________________________________________________________
(2) Check the Appropriate Row If a Member of a Group (See Instructions)
(a)
(b)
___________________________________________________________________________
(3) SEC Use Only
___________________________________________________________________________
(4) Source of Funds (See Instructions) (not applicable)
___________________________________________________________________________
(5) Check If Disclosure of Legal Proceedings Is Required Pursuant to Item
2(d) or 2(e)
___________________________________________________________________________
(6) Citizenship or Place of Organization United States of America
___________________________________________________________________________
(7) Sole Voting Power: 46,028
Number of _______________________________________________________
Shares
Beneficially (8) Shared Voting Power: 223,854
Owned by _______________________________________________________
Each
Reporting (9) Sole Dispositive Power: 46,028
Person _______________________________________________________
with
(10) Shared Dispositive Power: 223,854
___________________________________________________________________________
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
269,882
___________________________________________________________________________
(12) Check If the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
___________________________________________________________________________
(13) Percent of Class Represented by Amount in Row (11) 5.8%
___________________________________________________________________________
(14) Type of Reporting Person (See Instructions) IN
___________________________________________________________________________
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Item 1. Security and Issuer.
Security - Common Stock, $1.00
par value ("Common Stock")
Issuer - Newcor, Inc., a
Delaware corporation (the "Issuer")
Principal
Executive Office - 1825 S. Woodward,
Suite 240
Bloomfield Hills, MI 48302
Item 2. Identity and Background.
(a) Name of person filing: Catherine A. Gofrank ("CAG")
(b) Business address:
26555 Evergreen Rd., #1050
Southfield, MI 48076-4285
(c) Present principal occupation:
Attorney
Name, principal business, and address of organization
through which principal occupation is carried out:
Gofrank & Kelman
Practice of law
26555 Evergreen Rd., #1050
Southfield, MI 48076-4285
(d) CAG has not during the last five years been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) CAG has not, during the last five years, been a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction as a result of which CAG was or is subject
to a judgment, decree, or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to
such laws.
(f) CAG is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
Prior to March 4, 1995, Frank L. Gofrank was the sole trustee of the
Frank L. Gofrank Trust created under a trust agreement dated 4/28/93 (the
"Trust"), which on March 4, 1995 owned (and continues to own) 223,854
shares of Common Stock (the "Trust Shares"). Frank L. Gofrank died on
March 4, 1995, whereupon CAG became one of two successor trustees of the
Trust, the other being CAG's sister, Shirley E. Gofrank ("SEG"). At the
time she became a trustee of the Trust, CAG individually owned 37,028
shares of Common Stock (the "Individual Shares") and, in her capacity as
custodian for her minor children under the Uniform Gifts to Minors Act,
owned 9,000 shares of Common Stock (the "Custodial Shares"), all of which
she had owned for more than 60 days prior to March 4, 1995 and which she
continues to own.
Item 4. Purpose of Transaction.
The purpose of CAG's becoming one of the trustees of the Trust was to
comply with her father's wish (as expressed in the trust agreement) that
she do so.
In her capacity as a trustee of the Trust, CAG expects from time to
time to be presented with or give consideration to proposals that the Trust
acquire or dispose of securities of the Issuer. Except as described in the
preceding sentence, CAG currently has no plans or proposals which relate to
or would result in: (a) the acquisition by any person of additional
securities of the Issuer or the disposition of securities of the Issuer;
(b) an extraordinary corporate transaction, such as a merger,
reorganization, or liquidation, involving the Issuer or any of its
subsidiaries; (c) a sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries; (d) any change in the present Board of
Directors or management of the Issuer, including any plans or proposals to
change the number or term of directors or to fill any existing vacancies on
the Board; (e) any material change in the present capitalization or
dividend policy of the Issuer; (f) any other material change in the
Issuer's business or corporate structure; (g) changes in the Issuer's
charter, bylaws, or instruments corresponding thereto or other actions
which may impede the acquisition of control of the Issuer by any person;
(h) causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association; (i) a class of equity securities of the Issuer becoming
eligible for termination of registration pursuant to Section 12(g)(4) of
the Securities Exchange Act of 1934; or (j) any action similar to any of
those enumerated above. Notwithstanding the foregoing, CAG intends to
remain free to take such action, including the making of such proposals
with respect to the Issuer or its securities, as CAG may from time to time
deem appropriate in light of circumstances which might arise from time to
time.
Item 5. Interest in Securities of the Issuer.
(a) CAG beneficially owns (within the meaning of Rule 13d-3) 269,882
shares of the Common Stock (5.8% of the class).
(b) CAG has sole power to vote or direct the vote of, and sole power
to dispose or direct the disposition of, 46,028 shares of Common Stock
(i.e., the Individual Shares and the Custodial Shares). CAG has shared
power to vote or direct the vote of, and shared power to dispose or direct
the disposition of, 223,854 shares of Common Stock (i.e., the Trust
Shares). CAG's voting and dispositive power with respect to the Trust
Shares is shared with SEG. The applicable information required by Item 2
of Schedule 13D for SEG is as follows:
(1) Name: Shirley E. Gofrank
(2) Business address:
3001 W. Big Beaver Rd., Suite 306
Troy, MI 48084
(3) Present principal occupation:
Certified public accountant
Name, principal business, and address of
organization through which principal occupation is carried
out:
Gofrank & Mattina, P.C.
Practice of accounting
3001 W. Big Beaver Rd., Suite 306
Troy, MI 48084
(4) SEG has not during the last five years been
convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(5) SEG has not, during the last five years, been a
party to a civil proceeding of a judicial or administrative
body of competent jurisdiction as a result of which SEG was
or is subject to a judgment, decree, or final order
enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or
finding any violation with respect to such laws.
(6) SEG is a citizen of the United States of America.
(c) There were no transactions in the Common Stock effected by CAG
since 60 days prior to March 4, 1995.
(d) The beneficiaries of the Trust have the right to receive the
dividends from or the proceeds of the sale of the Trust Shares.
(e) (not applicable)
Item 6. Contracts, Arrangements, Understandings, or Relationships with
Respect to Securities of the Issuer.
CAG has no contracts, arrangements, understandings, or relationships
with any other person with respect to any securities of the Issuer,
including but not limited to transfer or voting of any of the securities of
the Issuer, finder's fees, joint ventures, loan or option arrangements, put
or calls, guarantees of profits, division of profits or loss, or the giving
or withholding of proxies.
Item 7. Material to Be Filed as Exhibits.
None.
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.
July 8, 1996
(Date)
/s/ Catherine A. Gofrank
(Signature)
Catherine A. Gofrank
(Name)
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (see 18 U.S.C. 1001).
