MET COIL SYSTEMS CORP
SC 13G/A, 1997-02-14
METALWORKG MACHINERY & EQUIPMENT
Previous: CADMUS COMMUNICATIONS CORP/NEW, 10-Q, 1997-02-14
Next: MET COIL SYSTEMS CORP, SC 13G/A, 1997-02-14



<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549



                                  SCHEDULE 13G/A


             Information statement pursuant to Rule 13d-1 and 13d-2

                            (Amendment No. 3 )(1)


                          MET-COIL SYSTEMS CORPORATION
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                                  COMMON STOCK
- --------------------------------------------------------------------------------
                         (Title of class of securities)


                                  590850-10-3
- --------------------------------------------------------------------------------
                                 (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.)


                        (CONTINUED ON FOLLOWING PAGE(S))


                              (Page 1 of 4 Pages)



- --------------------------

(1)      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 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).
<PAGE>   2
                                                                    SCHEDULE 13G
- --------------------------------------------------------------------------------
- -------------------------                        ------------------------
CUSIP NO.    590850-10-3            13G          Page   2   of  4   Pages
                                                       ---     ---
- -------------------------                        ------------------------


  1       NAME OF REPORTING PERSONS
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

             Met-Coil Systems Corporation Retirement Plan  EIN 42-1027215
- --------------------------------------------------------------------------------
  2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*          
                Not Applicable                                       (a) [ ]
                                                                     (b) [ ]

- --------------------------------------------------------------------------------

  3       SEC USE ONLY

- --------------------------------------------------------------------------------


  4       CITIZENSHIP OR PLACE OF ORGANIZATION

             Iowa
- --------------------------------------------------------------------------------

  NUMBER OF        5       SOLE VOTING POWER
  SHARES                       0
  BENEFICIALLY     ------------------------------------------------------------
  OWNED BY 
  EACH             6       SHARED VOTING POWER
  REPORTING                    266,004        
  PERSON WITH      
                   ------------------------------------------------------------

                   7       SOLE DISPOSITIVE POWER
                               0
                   ------------------------------------------------------------
                   8       SHARED DISPOSITIVE POWER 
                               266,004              
- --------------------------------------------------------------------------------

  9       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
              266,004
- --------------------------------------------------------------------------------

  10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
          [ ]

              Not Applicable
- --------------------------------------------------------------------------------
 
  11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
              8.5%
- --------------------------------------------------------------------------------


  12      TYPE OF REPORTING PERSON*
              EP
- --------------------------------------------------------------------------------


                     * SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>   3
CUSIP 590850-10-3                   13G                     PAGE 3 OF 4 PAGES


ITEM 1 (a).      NAME OF ISSUER:
                          Met-Coil Systems Corporation
         
ITEM 1 (b).      ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
                          5486 Sixth Street SW
                          Cedar Rapids, IA  52404
         
         
ITEM 2 (a).      NAME OF PERSON FILING:
                          Met-Coil Systems Corporation Retirement Plan 
                          (the "Plan")
         
ITEM 2 (b).      ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR IF NONE, RESIDENCE:
                          5486 Sixth Street SW
                          Cedar Rapids, IA  52404
         
ITEM 2 (c).      CITIZENSHIP
                          Not Applicable
         
ITEM 2 (d).      TITLE OF CLASS OF SECURITIES:
                          Common Stock
         
ITEM 2 (e).      CUSIP NUMBER:
                          590850-10-3
         
         
ITEM 3.(f).      THE PERSON FILING IS A:
                 (x)      Employee Benefit Plan, Pension Fund which is
                          subject to the provisions of the Employee Retirement
                          Income Security Act of 1974 or Endowment Fund; see
                          13d-1(b)(1)(ii)(F).

ITEM 4.  OWNERSHIP AS OF:

                 (a)      Amount Beneficially Owned:   ................ 266,004

                 (b)      Percent of Class:   ..........................   8.5%

                 (c)      Number of shares as 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  ........... 266,004

                                  (iii)    Sole power to dispose or to        
                                           direct the disposition of  .....   0

                                  (iv)     Shared power to dispose or to
                                           direct the disposition of .. 266,004
<PAGE>   4
CUSIP 590850-10-3              13G                             PAGE 4 OF 4 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:
              Participants in the Plan have the right to receive dividends
              from, and the proceeds from the sale of the Common Stock of,
              Met-Coil Systems Corporation held by the Plan.

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 GROUP:
              Not Applicable


ITEM 10. CERTIFICATION: 
              By signing below the reporting person certifies that, to the
              best of its 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 purpose or effect.

                                   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.

                                            February  14 , 1997
                                                      ---

                                            MET-COIL SYSTEMS CORPORATION
                                            RETIREMENT PLAN
                                        
                                        
                                        
                                        
                                        
                                            By:  /s/ Patricia R. Kilpatrick
                                                 ------------------------------
                                            Name:    Patricia R. Kilpatrick
                                            Title:   Trustee
                                        


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission