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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 14 )*
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SHELBY WILLIAMS INDUSTRIES, INC.
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(Name of Issuer)
Common Stock, $.05 par value
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(Title of Class of Securities)
822135 10 9
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(CUSIP Number)
N/A
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1 (b)
[ ] Rule 13d-1 (c)
[ X ] Rule 13d-1 (d)
*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).
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SCHEDULE 13G
CUSIP No. 822135 10 9 PAGE 2 OF 4 PAGES
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(1) Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
PAUL N. STEINFELD
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(2) Check the Appropriate Box if a Member (a) / /
of a Group (See Instructions) (b) /x/
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(3) SEC Use Only
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(4) Citizenship or Place of Organization
U.S.
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Number of Shares (5) Sole Voting Power
Beneficially 633,332
Owned by --------------------------------------------------
Each Reporting (6) Shared Voting Power
Person With: 52,553
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(7) Sole Dispositive Power
633,332
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(8) Shared Dispositive Power
52,553
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(9) Aggregate Amount Beneficially Owned by Each Reporting Person
685,885
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(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) /x/
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(11) Percent of Class Represented by Amount in Row (9)
7.7
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(12) Type of Reporting Person (See Instructions)
IN
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Page 2 of 4 pages
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ITEM 1 (a) Name of Issuer: Shelby Williams Industries, Inc.
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
Suite 11-111 Merchandise Mart, Chicago, Illinois 60654
ITEM 2 (a) Name of Person Filing: Paul N. Steinfeld
ITEM 2 (b) Address of Principal Business Office, or, if none, Residence:
150 Shelby Williams Drive,
Morristown, Tennessee 37813
ITEM 2 (c) Citizenship: U.S.
ITEM 2 (d) Title of Class of Securities:
Common Stock, $.05 par value
ITEM 2 (e) CUSIP Number: 822135 10 9
ITEM 3 Not applicable. (This Schedule is filed pursuant to
Rule 13d-1(d).)
ITEM 4 Ownership:
The following information is provided as of December 31, 1998:
(a) Amount Beneficially Owned: 685,885 shares. Includes 8,332
options deemed exercised solely for purposes of this
statement.
(b) Percent of Class: 7.7%
(c) The undersigned has sole power to vote and dispose of
633,332 shares, including 8,332 options deemed exercised
solely for purposes of this statement. The undersigned has
shared power to vote and dispose of (i) 488 shares held by
The Steinfeld Foundation, of which the undersigned is one
of three directors; and (ii) 52,065 shares held by the
undersigned as one of four trustees of issuer's employee
stock ownership plan. The undersigned disclaims beneficial
ownership of the shares listed in the preceding sentence.
The figures in this Item 4 do not include 685,500 shares
held by the Manfred Steinfeld Irrevocable Trust UTA 9/15/97
(the "Living Trust"), of which the undersigned is trustee
but does not have power to vote or dispose of the shares
held by the Living Trust. Manfred Steinfeld is settlor
and has sole power to vote and dispose of the shares held
by the Living Trust, and holdings and transactions
involving shares held by the Living Trust are covered and
will be covered by Schedule 13D amendments filed by Manfred
Steinfeld. The undersigned disclaims beneficial ownership
of the shares held by the Living Trust.
Page 3 of 4 pages
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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 person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following [ ].
ITEM 6 Ownership of More than Five Percent on Behalf of Another Person:
See response to Item 4.
ITEM 7 Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company or Control
Person:
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 Certifications:
Not applicable.
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: January 8, 1999
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s/ Paul N. Steinfeld
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Signature
Paul N. Steinfeld
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Name/Title
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
Page 4 of 4 pages
