SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 7 )*
PEOPLES ENERGY CORPORATION (Name of Issuer)
Common Stock (Title of Class of Securities)
711030106 (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 pages 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 the section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
(Continued on following page(s))
Page 1 of 8 Pages
Page 2 of 8 Pages
CUSIP NO. 711030106
13G
1 NAME OF REPORTING PERSON
S. S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bankmont Financial Corp. (Previously updated by Harris
Bankcorp, Inc. on behalf of Bankmont Financial Corp.)
51-0275712
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ( )
See Exhibit 1 (b) ( )
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
A Delaware Corporation
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER 1,719,769
6 SHARED VOTING POWER 0
7 SOLE DISPOSITIVE POWER 1,677,645
8 SHARED DISPOSITIVE POWER 32,534
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,719,772
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.9%
12 TYPE OF REPORTING PERSON HC
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 3 of 8 pages
1(a) NAME OF ISSUER:
Peoples Energy Corporation
1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
122 S. Michigan Avenue
Chicago, IL 60603
2(a) NAME OF PERSON FILING:
Bankmont Financial Corp.(previously filed by
Harris Bankcorp, Inc. on behalf of Bankmont Financial Corp.)
2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR RESIDENCE:
111 West Monroe Street
P. O. Box 755
Chicago, IL 60690
2(c) PLACE OF ORGANIZATION OR CITIZENSHIP:
A Delaware Corporation
2(d) TITLE OF CLASS OF SECURITIES:
Common stock
2(e)CUSIP NUMBER: 711030106
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) [X] 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; see Sec.240.13d-1(b)(1)(ii)(F).
(g) [X] Parent holding company, in accordance with Sec.240.13d-
1(b)(ii)(G).
(h) [ ] Group, in accordance with Sec.240.13d-1(b)(1)(ii)(H).
4 OWNERSHIP:
(a) Amount Beneficially Owned: 1,719,772
See Exhibit 2
(b) Percent of Class: 4.9%
(c) Number of Shares as to Which Such Person has:
(i) Sole power to vote or to direct the vote: 1,719,769
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:
1,677,645
(iv) Shared power to dispose or to direct the disposition of:
32,534
5 OWNERSHIP OF 5 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 5 percent of the class of securities, check the following (X).
6 NOT APPLICABLE
7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Bankmont Financial Corp., a Parent Holding Company, filing
under Rule 13d-a(b)(ii)(G) on behalf of the following
subsidiaries:
Harris Bankcorp, Inc., a Parent Holding Company
111 West Monroe Street
P. O. Box 755
Chicago, IL 60690
Page 5 of 8 Pages
Harris Trust and Savings Bank, a bank
111 West Monroe Street
P. O. Box 755
Chicago, IL 60690
Harris Bank Barrington, N.A., a bank
201 South Grove Avenue
Barrington, IL 60010
Harris Bank Naperville, a bank
503 North Washington Street
Naperville, IL 60566
Harris Investment Management, Inc., an investment company
111 West Monroe Street
Chicago, IL 60603
Harris Bank Winnetka, N.A., a bank
520 Green Bay Road
Winnetka, IL 60093
Harris Trust Bank of Arizona, a bank
6263 North Scottsdale Road
Suite 100
Scottsdale, AZ 85250-5401
Harris Bank St. Charles, a bank
1 East Main Street
St. Charles, IL 60174
Harris Bankmont Inc., a Parent Holding Company
111 West Monroe Street
Chicago, IL 60603
Harris Bank Woodstock, a bank
101 South Benton Street
Woodstock, IL 60098
Harris Bank Palatine N. A., a bank
50 North Brockway Street
Palatine, IL 60078
8 NOT APPLICABLE
9 NOT APPLICABLE
10 CERTIFICATION:
By signing below, the undersigned certifies that, to the best of his
knowledge and belief, the securities referred to above were acquired
in the ordinary course of business and 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 his knowledge
and belief, the undersigned certifies that the information set forth
in this statement is true, complete and correct.
Date: February 13, 1996
BANKMONT FINANCIAL CORP.
BY: (Alan G. McNally)
Alan G. McNally
President
SCHEDULE 13G
Exhibit 1
Bankmont Financial Corp., a wholly-owned subsidiary of Bank of
Montreal, owns Harris Bankcorp, Inc. Harris Trust and Savings Bank
is a wholly-owned subsidiary of Harris Bankcorp, Inc.
Pursuant to Rule 13-d(f)1(iii), Harris Bankcorp, Inc. and Harris
Trust and Savings Bank agree to this filing of Schedule 13G by Bankmont
Financial Corp. This exhibit is submitted as proof of their agreement and
authorization for Bankmont Financial Corp. to file on their behalf.
Date: February 13, 1996
HARRIS BANKCORP, INC.
BY: (Thomas R. Sizer)
Thomas R. Sizer
Secretary
HARRIS TRUST AND SAVINGS BANK
BY: (Robert J. Fridell)
Robert J. Fridell
Vice President
SCHEDULE 13G
Exhibit 2
In accordance with Rule 13d-4, Bankmont Financial Corp.,
its wholly-owned subsidiary Harris Bankcorp, Inc. and its wholly-owned
subsidiary Harris Trust and Savings Bank as Trustee, expressly disclaim
beneficial ownership of the 1,663,792 Common Shares held by the Harris
Trust and Savings Bank as Trustee of the Peoples Energy Corporation
Employee Stock Ownership Plan (the "Shares" and the "Plan"). These Shares
are reported on Cover Sheet page 2 and also on pages 4 through 6 of this
Schedule 13G. Under terms of the Plan, as amended, the Trustee is to vote
the allocated Shares held by the Plan in accordance with the instructions
received from Plan participants and to dispose of the allocated Shares in
connection with tender offers in accordance with directions received from
Plan participants. Unallocated shares and shares for which no directions
are received, or invalid directions are received, are voted by the Trustee
in the same proportion as alloated shares for which valid voting directions
are received. The Trustee tenders unallocated shares in the same proportion
as allocated shares for which tender instructions are received from Plan
participants. The actions and duties of the Trustee pursuant to the
provisions of the Plan and the Trust, including but not limited to the
provisions described above, are subject to the requirements of the
Employee Retirement Income Security Act of 1974.
Attached to each of such Shares is a Preferred Stock Purchase Right.
