UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
EXCEL INDUSTRIES INC.
(Name of Issuer)
Common stock, no par value
(Title of Class of Securities)
30065710
(CUSIP NUMBER)
Check the following box if a fee is being paid with this statement |x|. (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).
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CUSIP NO. 30065710 13G Page 2 of 8 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
B.A.T Industries p.l.c.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) |_|
(b) |_|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
England
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
-0-
6. SHARED VOTING POWER
912,600
7. SOLE DISPOSITIVE POWER
-0-
8. SHARED DISPOSITIVE POWER
912,600
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
916,600
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
N.A.
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.50%
12. TYPE OF REPORTING PERSON
HC
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CUSIP NO. 30065710 13G Page 3 of 8 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Farmers Group, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) |_|
(b) |_|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
-0-
6. SHARED VOTING POWER
912,600
7. SOLE DISPOSITIVE POWER
-0-
8. SHARED DISPOSITIVE POWER
912,600
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
912,600
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
N.A.
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.50%
12. TYPE OF REPORTING PERSON
IC
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Page 4 of 8 Pages
Item 1(a). Name of Issuer:
EXCEL INDUSTRIES INC.
Item 1(b). Address of Issuer's Principal Executive Office:
1120 N. Main Street
Elkhart, IN 46514
Item 2(a). Name of Person Filing:
B.A.T Industries p.l.c., an English corporation ("B.A.T"), and
Farmers Group, Inc. ("Farmers"), a Nevada corporation; Farmers is
the beneficial owner of the Issuer's securities identified in
Item 2(d) below through various subsidiaries of Farmers, by
insurance exchanges for which Farmers acts as attorney-in-fact or
by benefit plans for employees of Farmers and its subsidiaries
for which Farmers has investment discretion. No such entity
beneficially owns in excess of 5% of the class of shares in
respect of which this report is being made; and B.A.T may be
deemed to be the indirect beneficial owner of such securities by
indirectly owning 100% of the issued and outstanding shares of
Farmers through B.A.T's wholly-owned subsidiary, South Western
Nominees Limited. The filing of this statement by B.A.T shall
not be construed as an admission that B.A.T is, for the purposes
of Section 13(d) or 13(g) of the Act or under the laws or
regulations of the United Kingdom, the beneficial owner of any
securities covered by this statement.
Item 2(b) Address of Principal Business Office or, if none, Residence:
B.A.T Industries p.l.c.
Windsor House
50 Victoria Street
London SW1H ONL
England
Farmers Group, Inc.
4680 Wilshire Boulevard
Los Angeles, California 90010
USA
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Page 5 of 8 Pages
Item 2(c). Citizenship:
B.A.T Industries p.l.c. - England
Farmers Group, Inc. - Nevada
Item 2(d). Title of Class of Securities:
Common stock, no par value
Item 2(e). CUSIP Number: 30065710
Item 3. This statement is filed pursuant to Rule 13d-1(b) by B.A.T, a
Parent Holding Company, in accordance with Section 240.13d-
1(b)(ii)(G), and by Farmers Group, Inc., an Insurance Company
incorporated under the laws of Nevada.
Item 4. Ownership:
(a) Amount Beneficially Owned:
912,600
The shares being reported were acquired by various
subsidiaries of Farmers Group Inc. by insurance exchanges
for which Farmers Group Inc. acts as attorney-in-fact or by
benefit plans for employees of Farmers Group Inc. and its
subsidiaries for which Farmers Group Inc. has investment
discretion. No such entity beneficially owns in excess of
5% of the class of shares in respect of which this report is
being made.
(b) Percent of Class:
8.50%
(c) Number of shares as to which person has:
(i) sole voting power: - 0 -
(ii) shared voting power: 912,600
(iii) sole disposition power: - 0 -
(iv) shared disposition power: 912,600
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Page 6 of 8 Pages
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:
Not Applicable.
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 the Group:
Not Applicable.
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.
<PAGE>
Page 7 of 8 Pages
SIGNATURES
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.
B.A.T INDUSTRIES p.l.c.
Dated: February 9, 1995 By: /s/ Anthony Robert Holliman
Title: Assistant Corporate Secretary
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Page 8 of 8 Pages
SIGNATURES
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.
FARMERS GROUP, Inc.
Dated: February 9, 1995 By: /s/ Maryann Seltzer
Title: Corporate Secretary
