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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Central Sprinkler Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
155184 10 4
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(CUSIP Number)
*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
disclosures provided in a prior cover page.
The information required on 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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SCHEDULE 13G
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CUSIP NO. 155184 10 4
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON
George G. Meyer ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
431,065(1)
NUMBER OF
SHARES ----------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH None
REPORTING
PERSON ----------------------------------------------------
WITH
7 SOLE DISPOSITIVE POWER
431,065(1)
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8 SHARED DISPOSITIVE POWER
None
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
431,065(1)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
[X](1)
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.4%
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12 TYPE OF REPORTING PERSON*
IN
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* SEE INSTRUCTION BEFORE FILLING OUT!
(1) The amount shown includes (i) 303,875 shares of Common Stock that
may be acquired under options of which 81,875 are currently
exercisable, with the remaining 222,000 subject to the approval
of the Central Sprinkler Corporation 1996 Equity Compensation
Plan by the Issuer's shareholders and (ii) 3,952 shares of Common
Stock that have been allocated to Mr. Meyer under the Company's
Employee Stock Ownership Plan (the "ESOP"). Mr. Meyer is one of
three members of a committee that acts as trustee of the ESOP.
All acts by the ESOP trustee are by a majority of the committee
members. Under the instruments governing the ESOP and the ESOP
Trust, the ESOP trustee, as a fiduciary, is empowered to receive
or direct the receipt of dividends from, and proceeds from the
sale of, all shares held in the ESOP Trust for the exclusive
benefit of the participants in the ESOP. As a member of the
committee that acts as ESOP trustee, Mr. Meyer may be deemed to
have shared dispositive control over the unallocated Common Stock
in the ESOP Trust. At December 31, 1996, the ESOP Trust held
621,000 unallocated shares of Common Stock. Pursuant to Rule
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13d-4, Mr. Meyer disclaims beneficial ownership of the shares that may
be beneficially owned by the ESOP trustee or that are held by the ESOP
Trust, except that Mr. Meyer does not disclaim beneficial ownership of
the shares in which he has beneficial ownership as a participant in the
ESOP.
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Item 1.
(a) Name of Issuer: Central Sprinkler Corporation (the
"Company")
(b) Address of Issuer's Principal Executive Offices:
451 North Cannon Avenue
Lansdale, Pennsylvania 19446
Item 2.
(a) Name of Person Filing: George G. Meyer
(b) Address of Principal Business Office or, if none, Residence:
451 North Cannon Avenue
Lansdale, Pennsylvania 19446
(c) Citizenship: United States
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 155184 10 4
Item 3. Not Applicable.
Item 4. Ownership
For information concerning the ownership of Common Stock of the Company
by Mr. Meyer, please see Items 5 through 11 of the cover page to the Schedule
13G and the footnote thereto.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following / /.
Instruction: Dissolution of a group requires a response to this item.
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 Group
Not Applicable.
Item 10. Certification
Not Applicable.
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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 12, 1997
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/s/ George G. Meyer
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George G. Meyer