UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 7 )*
WATTS INDUSTRIES, INC.
(Name of Issuer)
Class A Common Stock, par value $.10 per share
(Title of Class of Securities)
942749 10 2
(CUSIP Number)
Check the following box if a fee is being paid with this
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).
1. Name of Reporting Person
S.S. or I.R.S. identification no. of above person
Timothy P. Horne
2. Check the Appropriate Box if a Member of a Group (a)X
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power
Number of 42,424
Shares
Beneficially 6. Shared Voting Power
Owned by 5,206,953
Each
Reporting 7. Sole Dispositive Power
Person 1,468,034
With
8. Shared Dispositive Power
2,435,840
9. Aggregate Amount Beneficially Owned by Each Reporting Person
5,249,377
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Excludes 78,870 shares held by Mr. Horne's wife as
trustee or custodian for Mr. Horne's minor daughter.
11. Percent of Class Represented by Amount in Row 9
35.6%
12. Type of Reporting Person
IN
<PAGE>
1. Name of Reporting Person
S.S. or I.R.S. identification no. of above person
Frederic B. Horne
2. Check the Appropriate Box if a Member of a Group (a)X
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power
Number of 378,222
Shares
Beneficially 6. Shared Voting Power
Owned by 5,106,953
Each
Reporting 7. Sole Dispositive Power
Person 1,055,805
With
8. Shared Dispositive Power
667,920
9. Aggregate Amount Beneficially Owned by Each Reporting Person
5,485,175
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row 9
37.2%
12. Type of Reporting Person
IN
<PAGE>
1. Name of Reporting Person
S.S. or I.R.S. identification no. of above person
George B. Horne
2. Check the Appropriate Box if a Member of a Group (a)X
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power
Number of None
Shares
Beneficially 6. Shared Voting Power
Owned by 100,000
Each
Reporting 7. Sole Dispositive Power
Person None
With
8. Shared Dispositive Power
1,100,000
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,100,000
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row 9
7.5%
12. Type of Reporting Person
IN
<PAGE>
1. Name of Reporting Person
S.S. or I.R.S. identification no. of above person
Daniel W. Horne
2. Check the Appropriate Box if a Member of a Group (a)X
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power
Number of None
Shares
Beneficially 6. Shared Voting Power
Owned by None
Each
Reporting 7. Sole Dispositive Power
Person None
With
8. Shared Dispositive Power
667,920
9. Aggregate Amount Beneficially Owned by Each Reporting Person
667,920
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row 9
4.5%
12. Type of Reporting Person
IN
<PAGE>
1. Name of Reporting Person
S.S. or I.R.S. identification no. of above person
Deborah Horne
2. Check the Appropriate Box if a Member of a Group (a)X
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power
Number of None
Shares
Beneficially 6. Shared Voting Power
Owned by None
Each
Reporting 7. Sole Dispositive Power
Person None
With
8. Shared Dispositive Power
667,920
9. Aggregate Amount Beneficially Owned by Each Reporting Person
667,920
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row 9
4.5%
12. Type of Reporting Person
IN
<PAGE>
1. Name of Reporting Person
S.S. or I.R.S. identification no. of above person
Peter W. Horne
2. Check the Appropriate Box if a Member of a Group (a)X
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power
Number of None
Shares
Beneficially 6. Shared Voting Power
Owned by None
Each
Reporting 7. Sole Dispositive Power
Person None
With
8. Shared Dispositive Power
667,920
9. Aggregate Amount Beneficially Owned by Each Reporting Person
667,920
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row 9
4.5%
12. Type of Reporting Person
IN
<PAGE>
1. Name of Reporting Person
S.S. or I.R.S. identification no. of above person
Judith Rae Horne
2. Check the Appropriate Box if a Member of a Group (a)X
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power
Number of 78,870
Shares
Beneficially 6. Shared Voting Power
Owned by None
Each
Reporting 7. Sole Dispositive Power
Person 78,870
With
8. Shared Dispositive Power
None
9. Aggregate Amount Beneficially Owned by Each Reporting Person
78,870
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row 9
0.5%
12. Type of Reporting Person
IN
STATEMENT ON SCHEDULE 13G
Item 1(a). Name of Issuer.*
Watts Industries, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices.
Route 114 and Chestnut Street
North Andover, MA 01845
Item 2(a). Names of Persons Filing.
Timothy P. Horne
Frederic B. Horne
George B. Horne
Daniel W. Horne
Deborah Horne
Peter W. Horne
Judith Rae Horne
Item 2(b). Address of Principal Business Office
or, if none, Residence.
Watts Industries, Inc.
Route 114 and Chestnut Street
North Andover, MA 01845
Item 2(c). Citizenship.
United States
Item 2(d). Title of Class of Securities.
Class A Common Stock, par value $.10 per share
* Unless otherwise indicated, information contained
in an Item pertains to all members of the group making this
filing.
<PAGE>
Item 2(e). CUSIP Number.
942749 10 2
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(a) Broker or Dealer registered under
___ Section 15 of the Act.
(b) Bank as defined in Section 3(a)(6)
___ of the Act.
(c) Insurance Company as defined in
___ Section 3(a)(19) of the Act.
(d) Investment Company registered under
___ Section 8 of the Investment Company
Act.
(e) Investment Adviser registered under
___ Section 203 of the Investment
Advisers Act of 1940.
(f) Employee Benefit Plan, Pension Fund
___ which is subject to the provisions of
the Employee Retirement Income Security Act of 1974 or
Endowment Fund.
(g) Parent Holding Company, in
___ accordance with Rule 13d-1(b)(ii)(G).
(h) Group, in accordance with Rule
___ 13d-1(b)(1)(ii)(H).
Not Applicable.
<PAGE>
Item 4. Ownership.
Timothy P. Horne
(a) Amount Beneficially Owned:
Timothy P. Horne (for purposes of this particular Item 4,
"Mr. Horne") is deemed the beneficial owner of 5,249,377
shares of Class A Common Stock of the Issuer. Except as
noted below, all of the beneficial ownership of Class A
Common Stock is derived from beneficial ownership of Class B
Common Stock, par value $.10 per share, of the Issuer which
is convertible into Class A Common Stock on a share-for-
share basis.
Includes (i) 1,447,587 shares, of which 21,977 shares are
Class A Common Stock, beneficially owned by Mr. Horne, (ii)
677,583 shares beneficially owned by Frederic B. Horne, Mr.
Horne's brother, (iii) 667,920 shares beneficially owned by
a revocable trust for the benefit of Daniel W. Horne, Mr.
Horne's brother, for which Mr. Horne serves as sole trustee,
(iv) 667,920 shares beneficially owned by a revocable trust
for the benefit of Deborah Horne, Mr. Horne's sister, for
which Mr. Horne serves as sole trustee, which trust is
revocable with the consent of the trustee, (v) 667,920
shares beneficially owned by a revocable trust for the
benefit of Peter W. Horne, Mr. Horne's brother, for which
Frederic B. Horne serves as sole trustee, (vi) 1,100,000
shares held for the benefit of George B. Horne, Mr. Horne's
father, under a revocable trust for which Mr. Horne and
George B. Horne serve as co-trustees, and (vii) 20,447
shares of Class A Common Stock issuable upon the exercise of
stock options. The 1,425,610 shares of Class B Common Stock
noted in clause (i), the shares noted in clauses (ii)
through (v), and 1,000,000 of the shares noted in clause
(vi) (5,106,953 shares in the aggregate) are held in a
voting trust for which Mr. Horne serves as co-trustee. (See
Exhibit 4 for a description of the voting trust). All
shares beneficially owned or which may be deemed to be
beneficially owned by Mr. Horne are Class B Common Stock
except 21,977 of the 1,447,587 shares noted in clause
(i) and all of the shares noted in clause (vii).
Mr Horne's wife, Judith Rae Horne, beneficially owns 78,870
shares as trustee or custodian for Mr. Horne's minor
daughter. Mr. Horne disclaims beneficial ownership of these
shares.
(b) Percent of Class:
35.6% (See Exhibit 1)
<PAGE>
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
42,424
(ii) shared power to vote or to direct the vote
5,206,953
(iii) sole power to dispose or to direct the disposition of
1,468,034
(iv) shared power to dispose or to direct the disposition of
2,435,840
Item 4. Ownership.
Frederic B. Horne
(a) Amount Beneficially Owned:
Frederic B. Horne (for purposes of this particular Item 4,
"Mr. Horne") is deemed the beneficial owner of 5,485,175
shares of Class A Common Stock of the Issuer. Except as
noted below, all of the beneficial ownership of Class A
Common Stock is derived from beneficial ownership of Class B
Common Stock, par value $.10 per share, of the Issuer which
is convertible into Class A Common Stock on a share-for-
share basis.
Includes (i) 1,039,783 shares, of which 12,200 are shares of
Class A Common Stock, beneficially owned by Mr. Horne,
(ii) 1,425,610 shares beneficially owned by Timothy P.
Horne, Mr. Horne's brother, (iii) 667,920 shares
beneficially owned by a revocable trust for the benefit of
Daniel W. Horne, Mr. Horne's brother, for which Timothy P.
Horne serves as sole trustee, (iv) 667,920 shares
beneficially owned by a trust for the benefit of Deborah
Horne, Mr. Horne's sister, for which Timothy P. Horne serves
as sole trustee, which trust is revocable with the consent
of the trustee, (v) 667,920 shares beneficially owned by a
revocable trust for the benefit of Peter W. Horne, Mr.
Horne's brother, for which Mr. Horne serves as sole trustee,
(vi) 1,000,000 shares beneficially owned by a revocable
trust for the benefit of George B. Horne, Mr. Horne's
father, for which George B. Horne and Timothy P. Horne serve
as co-trustees and (vii) 16,022 shares of Class A Common
Stock issuable upon the exercise of stock options.
<PAGE>
A totalof 677,583 of the 1,039,783 shares of Class B Common Stock
noted in clause (i) and all shares noted in clauses
(ii) through (vi) above (5,106,953 shares in the aggregate)
are held in a voting trust for which Mr. Horne serves as a
co-trustee. (See Exhibit 4 for a description of the voting
trust). All shares beneficially owned or which may be
deemed to be beneficially owned by Mr. Horne are Class B
Common Stock except 12,200 of the 1,039,783 shares noted in
clause (i) and all of the shares noted in clause (vii).
(b) Percent of Class.
37.2% (See Exhibit 1)
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
378,222
(ii) shared power to vote or to direct the vote
5,106,953
(iii) sole power to dispose or to direct the disposition of
1,055,805
(iv) shared power to dispose or to direct the disposition of
667,920
Item 4. Ownership.
George B. Horne
(a) Amount Beneficially Owned:
George B. Horne (for purposes of this particular Item 4,
"Mr. Horne") is deemed the beneficial owner of 1,100,000
shares of Class A Common Stock of the Issuer. All of the
beneficial ownership of Class A Common Stock is derived from
beneficial ownership of Class B Common Stock, par value $.10
per share, of the Issuer which is convertible into Class A
Common Stock on a share for-share basis.
<PAGE>
Mr. Horne's beneficial ownership consists of 1,100,000
shares held in a revocable trust for which Timothy P. Horne
and George B. Horne serve as co-trustees.
<PAGE>
A total of 1,000,000 of such shares are subject to a
voting trust for which Timothy P. Horne and Frederic B.
Horne serve as co-trustees. (See Exhibit 4 for a
description of the voting trust).
(b) Percent of Class:
7.5% (See Exhibit 1)
(c) Number of shares to which such person has:
(i) sole power to vote or to direct the vote
-0-
(ii) shared power to vote or to direct the vote
100,000
(iii) sole power to dispose or to direct the disposition of
-0-
(iv) shared power to dispose or to direct the disposition of
1,100,000
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.
Timothy P. Horne
Frederic B. Horne has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from
the sale of, 677,583 shares which he holds individually.
Frederic B. Horne also has the power to direct the receipt
of dividends from, or the proceeds from the sale of, 667,920
shares held for the benefit of Peter W. Horne under a
revocable trust for which Frederic B. Horne serves as sole
trustee, subject to the terms of such trust.
<PAGE>
George B. Horne has the right to receive and the power
to direct the receipt of dividends from, or the proceeds
from the sale of, 1,100,000 shares held for the benefit of
George B. Horne under a revocable trust for which Timothy P.
Horne and George B. Horne serve as co-trustees.
Daniel W. Horne has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from
the sale of, 667,920 shares held for the benefit of Daniel
W. Horne under a revocable trust for which Timothy P. Horne
serves as sole trustee.
Deborah Horne has (subject to obtaining the consent of the
trustee as described below) the right to receive and the
power to direct the receipt of dividends from, or the
proceeds from the sale of, 667,920 shares held for the
benefit of Deborah Horne under a trust for which Timothy P.
Horne serves as sole trustee, which trust is revocable with
the consent of the trustee.
Peter W. Horne has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from
the sale of, 667,920 shares held for the benefit of Peter W.
Horne under a revocable trust for which Frederic B. Horne
serves as sole trustee.
Item 6. Ownership of More than Five Percent
on Behalf of Another Person.
Frederic B. Horne
Timothy P. Horne has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from
the sale of, 1,425,610 shares which he holds individually.
George B. Horne has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from
the sale of, 1,000,000 shares held for the benefit of
George B. Horne under a revocable trust for which Timothy P.
Horne and George B. Horne serve as co-trustees.
Daniel W. Horne has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from
the sale of, 667,920 shares held for the benefit of Daniel
W. Horne under a revocable trust for which Timothy P. Horne
serves as sole trustee.
<PAGE>
Deborah Horne has (subject to obtaining the consent of
the trustee as described below) the right to receive and the
power to direct the receipt of dividends from, or the
proceeds from the sale of, 667,920 shares held for the
benefit of Deborah Horne under a trust for which Timothy P.
Horne serves as sole trustee, which trust is revocable with
the consent of the trustee.
Peter W. Horne has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from
the sale of, 667,920 shares held for the benefit of Peter W.
Horne under a revocable trust for which Frederic B. Horne
serves as sole trustee.
Item 6. Ownership of More than Five Percent
on Behalf of Another Person.
George B. Horne
Timothy P. Horne shares the power, as co-trustee with George
B. Horne of a revocable trust for the benefit of George B.
Horne and subject to the limitations of such trust, to
direct the receipt of dividends from, or the proceeds from
the sale of, 1,100,000 shares held in such trust.
Item 6. Ownership of More than Five Percent
on Behalf of Another Person.
Daniel W. Horne
Timothy P. Horne has the power, as sole trustee of a
revocable trust for the benefit of Daniel W. Horne and
subject to the limitations of such trust, to direct the
receipt of dividends from, or the proceeds from the sale of,
667,920 shares held in such trust.
<PAGE>
Item 6. Ownership of More than Five Percent
on Behalf of Another Person.
Deborah Horne
Timothy P. Horne has the power, as sole trustee of a
revocable trust for the benefit of Deborah Horne and subject
to the limitations of such trust, to direct the receipt of
dividends from, or the proceeds from the sale of, 667,920
shares held in such trust. The trustee's consent is
required to revoke such trust.
Item 6. Ownership of More than Five Percent
on Behalf of Another Person.
Peter W. Horne
Frederic B. Horne has the power, as sole trustee of a
revocable trust for the benefit of Peter W. Horne and
subject to the limitations of such trust, to direct the
receipt of dividends from, or the proceeds from the sale of,
667,920 shares held in such trust.
Item 6. Ownership of More than Five Percent
on Behalf of Another Person.
Judith Rae Horne
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.
A group has filed this Schedule 13G pursuant to Rule 13d-
1(c). See Exhibit 3 for the identity of each member of the
group.
<PAGE>
Frederic B. Horne, individually, is subject to the
requirements of Rule 13d-1(a) and files Schedule 13D
thereunder in addition to filing this Schedule 13G as a
member of the group named herein.
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
Not Applicable
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.
Dated: February 10, 1994
____________________________
TIMOTHY P. HORNE
____________________________
FREDERIC B. HORNE
____________________________
GEORGE B. HORNE
____________________________
DANIEL W. HORNE
____________________________
DEBORAH HORNE
____________________________
PETER W. HORNE
____________________________
JUDITH RAE HORNE
- ---------------------
* By Timothy P. Horne, Attorney in Fact pursuant to
Powers of Attorney filed as Exhibit 5 to Amendment No. 5 to
this Schedule 13G filed with the Securities and Exchange
Commission on February 12, 1992, which Powers of Attorney
are hereby incorporated herein by reference.
<PAGE>
INDEX OF EXHIBITS
1. Voting Percentages
2. Stock Restriction Agreement
3. Identity of Group Members
4. Voting Trust Agreement
5. Powers of Attorney
(Incorporated by reference to Amendment No. 5 to this
Schedule 13G filed with the Securities and Exchange
Commission on February 12, 1992)
<PAGE>
EXHIBIT 1
Due to the fact that each share of Class A Common Stock
is entitled to one vote on all matters submitted to
stockholders and each share of Class B Common Stock is
entitled to ten votes on all such matters, equity percentage
is not equivalent to voting percentage. The following table
indicates total percentage of voting power of outstanding
shares of the Issuer possessed by any group member who has
sole or shared voting power of any shares and by the group
as a whole:
Timothy P. Horne -- 78.4%
Frederic B. Horne -- 82.2%
George B. Horne -- 1.5%
Judith Rae Horne -- 1.2%
Group -- 84.5%
<PAGE>
EXHIBIT 2
All shares owned individually by or in trust for the
benefit of Timothy P. Horne, Frederic B. Horne, George B.
Horne, Daniel W. Horne, Deborah Horne and Peter W. Horne,
and any voting trust certificates representing such shares,
are subject to an Amended and Restated Stock Restriction
Agreement (the "Agreement"). Upon any proposed voluntary
transfer or transfer by operation of law of Class B Common
Stock or voting trust certificates representing such shares
by any of the above stockholders, or upon the death of such
a stockholder holding such shares or voting trust
certificates, the other parties to the Agreement have a pro
rata right of first refusal to purchase such shares
(including a second opportunity to elect to purchase any
shares not purchased under the first right of refusal).
The purchase price per share is the 15-day average
trading price of the Issuer's Class A Common Stock while
publicly traded, except in the case of certain involuntary
transfers, in which case the purchase price is book value.
This summary is qualified in its entirety by reference
to the text of the Agreement which is incorporated herein by
reference to Exhibit 2 to the Issuer's Current Report on
Form 8-K dated October 31, 1991.
<PAGE>
EXHIBIT 3
Item 8 Continued.
The members of the group are:
Timothy P. Horne
Frederic B. Horne
George B. Horne
Daniel W. Horne
Deborah Horne
Peter W. Horne
Judith Rae Horne
EXHIBIT 4
All shares of Class B Common Stock beneficially owned
by Timothy P. Horne, and trusts for the benefit of Daniel W.
Horne, Deborah Horne and Peter W. Horne, and certain shares
of Class B Common Stock beneficially owned by Frederic B.
Horne and a trust for the benefit of George B. Horne
(5,106,953 shares in the aggregate), are subject to the
terms of the Horne Family Voting Trust - 1991 (the "Voting
Trust"). Under the terms of the Voting Trust, the two
trustees (currently Timothy P. Horne and Frederic B. Horne)
vote all shares subject to the voting trust except that
Timothy P. Horne generally has the right to vote such shares
in the event that the trustees do not concur with respect to
any proposed action other than the election or removal of
directors.
Under the terms of the Voting Trust, Timothy P. Horne,
Frederic B. Horne and George B. Horne may designate up to
two successor trustees, and may revoke such designations.
If such designee or designees shall become a trustee and
shall cease for any reason to serve as such during the term
of the Voting Trust, the holders of a majority of the
outstanding voting trust certificates shall designate
successor trustees.
The Voting Trust expires on October 31, 2001, subject
to extension on or after October 31, 1999 by stockholders
depositing shares of Class B Common Stock in the Voting
Trust or, in certain cases, the holders of voting trust
certificates representing such shares. The Voting Trust may
be amended by vote of the holders of a majority of the
outstanding voting trust certificates and, while one or more
of Timothy P. Horne, Frederic B. Horne and their two
successors designated as described in the preceding
paragraph is serving as trustee, the trustees. Shares may
not be removed from the Voting Trust during its term without
the consent of the trustees.
This summary is qualified in its entirety by reference
to the text of the Voting Trust which is incorporated herein
by reference to Exhibit 1 to the Issuer's Current Report on
Form 8-K dated October 31, 1991.
