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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934(1)
WORLD COLOR PRESS, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
981443-10-4
(CUSIP Number)
(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 ("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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CUSIP No. 981443-10-4 13G PAGE 2 OF 6 PAGES
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1. Names of Reporting Persons
S.S. or I.R.S. Identification No. of Above Persons
KKR ASSOCIATES, L.P.
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2. Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ X ]
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3. SEC Use Only
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4. Citizenship or Place of Organization
NEW YORK
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5. Sole Voting Power
Number of 692,107
Shares --------------------------------------------------------
Beneficially 6. Shared Voting Power
Owned By 16,854,182
Each --------------------------------------------------------
Reporting 7. Sole Dispositive Power
Person With 692,107
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8. Shared Dispositive Power
16,854,182
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
17,546,289
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10. Check Box if the Aggregate Amount in Row (9) Excludes Certain
Shares [ ]
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11. Percent of Class Represented by Amount in Row (9)
52.0%
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12. Type of Reporting Person
PN
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ITEM 1.
(A) NAME OF ISSUER:
World Color Press, Inc.
(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
The Mill
340 Pemberwick Road
Greenwich, CT 06831
ITEM 2.
(A) NAME OF PERSONS FILING:
KKR Associates, L.P.
(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
c/o Kohlberg Kravis Roberts & Co.
9 West 57th Street
New York, New York 10019
(C) CITIZENSHIP:
New York
(D) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.01 per share
(E) CUSIP NUMBER:
981443-10-4
ITEM 3. Not applicable.
ITEM 4. OWNERSHIP
(A) AMOUNT BENEFICIALLY OWNED:
KKR Associates, L.P., a New York limited partnership,
is the record owner of 692,107 shares of common stock
of World Color Press, Inc. KKR Associates, L.P. is
the sole general partner of each of APC Associates,
L.P., a Delaware limited partnership, GR Associates,
L.P., a Delaware limited partnership, WCP Associates,
L.P., a Delaware limited partnership, and KKR
Partners II, L.P., a Delaware limited partnership, in
which capacity it may be deemed to be the beneficial
owner of the shares of World Color Press, Inc. common
stock beneficially owned by APC Associates, L.P., GR
Associates, L.P., WCP
Page 3 of 6 pages.
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Associates, L.P. and KKR Partners II, L.P. As of December
31, 1996, (i) APC Associates, L.P. was the record owner of
4,457,079 shares of common stock of World Color Press,
Inc.; (ii) GR Associates, L.P. was the record owner of
3,106,796 shares of common stock of World Color Press,
Inc.; (iii) WCP Associates, L.P. was the record owner of
9,279,523 shares of common stock of World Color Press,
Inc.; and (iv) KKR Partners II, L.P. was the record owner
of 10,784 shares of common stock of World Color Press,
Inc. Henry R. Kravis, George R. Roberts, Paul E. Raether,
Robert I. MacDonnell, Michael W. Michelson, James H.
Greene, Jr., Michael T. Tokarz, Edward A. Gilhuly, Perry
Golkin, Clifton S. Robbins and Scott Stuart are the
general partners of KKR Associates, L.P., and Messrs.
Kravis and Roberts are also the members of the Executive
Committee of KKR Associates, L.P., and in such capacity
may be deemed to share beneficial ownership of any shares
of common stock of World Color Press, Inc. beneficially
owned or deemed to be beneficially owned by KKR
Associates, L.P., but disclaim any such beneficial
ownership.
(B) PERCENT OF CLASS:
52.0%
(C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) Sole power to vote or direct the vote:
692,107
(ii) Shared power to vote or to direct the vote:
16,854,182
(iii) Sole power to dispose or to direct the disposition
of:
692,107
(iv) Shared power to dispose or to direct the disposition
of:
16,854,182
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
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not applicable.
Page 4 of 6 pages.
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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.
Page 5 of 6 pages.
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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.
Date: February 13, 1997
KKR ASSOCIATES, L.P.
By: /s/ Edward A. Gilhuly
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Name: Edward A. Gilhuly
Title: General Partner
Page 6 of 6 pages.
