FORM 3
OMB APPROVAL
OMB Number: 3235-0104
Expires: September 30, 1998
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility
(Print or Type Responses)
Holding Company Act of 1935 or Section 30(f) of the Investment Company Act
of 1940
1. Name and Address of Reporting Person*
Laidlaw Inc.
3221 North Service Road
Burlington, Ontario, Canada L7R 3Y8
2. Date of Event Requiring Statement (Month/Day/Year): 12/30/96
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Issuer Name and Ticker or Trading Symbol:
Allied Waste Industries, Inc.
5. Relationship of Reporting Person to Issuer (Check all applicable)
____ Director
_X_ 10% Owner
____ Officer (give title below)
____ Other (specify below)
______________________________
6. If Amendment, Date of Original (Month/Day/Year): N/A
7. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4): Common Stock
2. Amount of Securities Beneficially Owned (Instr. 4): 14,600,000
3. Ownership Form; Direct (D) or Indirect (I) (Instr. 5): D
4. Nature of Indirect Beneficial Ownership (Instr. 5):
Reminder: Report on a separate line for each class of
securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person,
see Instruction 5(b)(v). SEC 1473 (7-96)
FORM 3 (continued)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4): Warrant
2. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable: (The Warrant cannot be exercised by Laidlaw Inc. (unless
there is a change in control of Allied Waste Industries, Inc.), but can be
exercised by any other holder thereof at
any time prior to its expiration.)
Expiration Date: 12/30/08
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)
Title: Common Stock
Amount or Number of Shares: 20,400,000
4. Conversion or Exercise Price of Derivative Security: $8.25
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5): D
6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)
$150 Million 7% Junior Subordinated Debenture due 2008.
(Certain interest payments and prepayment upon a Change in
Control (as defined) of Allied Waste Industries, Inc. may be
made under certain circumstances by delivering common stock of
Allied Waste Industries, Inc. in accordance with the terms
of the Debenture and a Subscription Agreement among the
parties dated December 30, 1996.)
2. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable:
Expiration Date:
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)
Title:
Amount or Number of Shares:
4. Conversion or Exercise Price of Derivative Security:
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5):
6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)
Zero Coupon Junior Subordinate Debenture due 2008.
(Prepayment upon a Change in Control (as defined)
of Allied Waste Industries, Inc. may be made under
certain circumstances by delivering common stock of
Allied Waste Industries, Inc. in accordance with
the terms of the Debenture and a Subscription
Agreement among the parties dated December 30, 1996.)
2. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable:
Expiration Date:
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)
Title:
Amount or Number of Shares:
4. Conversion or Exercise Price of Derivative Security:
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5):
6. Nature of Indirect Beneficial Ownership (Instr. 5)
Explanation of Responses:
LAIDLAW INC.
By: /s/ Ivan R. Cairns
---------------------------
Ivan R. Cairns, Senior Vice President/General Counsel
**Signature of Reporting Person
01/03/97
- ----------------------
Date
** Intentional misstatements or omissions of facts constitute Federal
Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space is insufficient, See Instruction 6 for procedure.
Potential persons who are to respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB Number.
SEC 1473 (7/96)
