UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Wendy's International, Inc.
Common
95059010
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
give 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).
CUSIP NO. 95059010 13G
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SunTrust Banks, Inc. as Parent Holding Company for: Sun Banks, Inc.
as Parent Holding Company; Trust Company of Georgia as Parent Holding
Company; Third National Corporation as Parent Holding Company
and in various fiduciary capacities.
58-1575035
- ------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) _______
(B) _______
- ------------------------------------------------------------------------
3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Georgia
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NUMBER OF 5. SOLE VOTING POWER
SHARES 3,685,037
---------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 5,660
---------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER
REPORTING 4,707,483
---------------------------------------------
PERSON 8. SHARED DISPOSITIVE POWER
WITH 121,139
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,849,922
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
- ------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.77%
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12. TYPE OF REPORTING PERSON*
HC, and BK
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Item 1(a) Name of Issuer:
- --------- --------------
Wendy's International, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
- --------- -----------------------------------------------
4288 West Dublin-Granville Road
P.O. Box 256
Dublin, Ohio 43017-0256
Item 2(a) Name of Person Filing:
- --------- ---------------------
SunTrust Banks, Inc. as Parent Holding Company for Sun
Banks, Inc. as Parent Holding Company; Trust Company of
Georgia as Parent Holding Company, Third National Corporation
as Parent Holding Company and in various fiduciary capacities.
Item 2(b) Address of Principal Business Office(s):
- --------- ---------------------------------------
25 Park Place, N.E.
Atlanta, Georgia 30303
Item 2(c) Citizenship:
- --------- -----------
SunTrust Banks, Inc. is a Georgia corporation; Sun Banks,
Inc. is a Florida corporation; Trust Company of Georgia is
a Georgia corporation; Third National Corporation is a
Tennessee corporation.
Item 2(d) Title of Class of Securities:
- --------- ----------------------------
Common
Item 2(e) CUSIP Number:
- --------- ------------
95059010
Item 3 Type of Person:
- ------ --------------
(b) Bank as defined in section 3(a)(6) of the Act.
(g) Parent holding company, in accordance with para. 240,13d-
1(1)(ii)(H).
Item 4 Ownership:
- ------ ---------
Amount Beneficially Owned. 4,849,922
(b) Percent of Class: 4.77%
(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 3,685,037
(ii) Shared power to vote or to direct the vote: 5,660
(iii) Sole power to dispose or to direct the disposition of:
4,707,483
(iv) Shared power to dispose or the direct the disposition
of: 121,139
Item 5 Ownership of Five Percent or Less of Class:
- ------ ------------------------------------------
X
Item 6 Ownership of More than 5 Percent of Behalf of Another Person:
- ------ ------------------------------------------------------------
Item 7 Identification and Classification of the Subsidiary Which
- ------ Acquired the Security Being Reported on By the Parent Holding
Company:
------------------------------------------------------------
Item 8 Identification and Classification of Members of the Group:
- ------ ---------------------------------------------------------
Item 9 Notice of Dissolution of Group:
- ------ ------------------------------
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 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.
Dated: September 26, 1995
SunTrust Banks, Inc.
By /s/ Dennis B. Dills
-------------------------
Dennis B. Dills, Senior Vice President,
SunTrust Banks, Inc. and Trust Company of Georgia
SunTrust Banks, Inc.
25 Park Place, N.E.
Atlanta, Georgia 30303
September 26, 1995
Ladies and Gentlemen:
There is hereby transmitted for filing pursuant to Section 13(g) of
the Securities Exchange Act of 1934 and Rule 13G thereunder a
Schedule 13G relating to beneficial ownership by SunTrust Banks,
Inc. and its subsidiaries of less than 5% of the outstanding shares of
Wendy's International, Inc. Common Stock.
A paper copy of this filing in the EDGAR submission format is also
being forwarded to you.
Please call the undersigned at (404) 581-1475 if you have any questions.
Sincerely,
/s/ Cynthia S. Walker
- ---------------------
Cynthia S. Walker
Trust Officer
c: Wendy's International, Inc.
New York Stock Exchange
