UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
ATHEY PRODUCTS CORPORATION
(Name of Issuer)
Common Stock; Two and 00/100 Cents Par Value
(Title of Class of Securities)
047465109
(CUSIP Number)
Dorn C. Pittman, Jr. Esq.
Wishart, Norris, Henninger & Pittman, P.A.
3120 South Church Street
Burlington, NC 27215
(910) 584-3388
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 20, 1997
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
form because of Rule 13d-1(b)(3) or (4), check the following box [ ].
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SCHEDULE 13D
CUSIP NO. 047465109 Page 2 of 7 Pages
1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Dennis M. Bracy ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) _
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF and WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
N/A
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
7 SOLE VOTING POWER
200,272
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 4,200
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 200,272
PERSON
WITH 10 SHARED DISPOSITIVE POWER
4,200
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
204,472 shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES
N/A
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.3279%
14 TYPE OF REPORTING PERSON*
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Item 1. SECURITY AND ISSUER.
Common Stock, Two Dollars and 00/100 Cents Par Value
Athey Products Corporation
Post Office Box 669
Highway 1A, North
Raleigh, North Carolina 27602
Item 2. IDENTITY AND BACKGROUND.
(a) Dennis M. Bracy
(b) 1266 N. Scales Street
Post Office Box 660
Reidsville, NC 27320
(c) President
Isometrics, Inc.
1266 N. Scales Street
Post Office Box 660
Reidsville, NC 237320
(d) During the last five years, the above person
has not been convicted in a criminal
proceeding (excluding traffic violations or
similar misdemeanors) or been a party to a
civil proceeding of a judicial or
administrative body of competent jurisdiction
which resulted in a judgment, decree or final
order enjoining future violations of or
prohibiting or mandating activities subject
to federal or state securities laws or
finding any violation with respect to such
laws.
(e) U.S. Citizen
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Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The cost of the 204,472 shares (after giving effect to stock
dividends) purchased by Dennis M. Bracy was $1,065,462.00 and
were purchased with personal funds and working capital of
Isometrics, Inc.
Item 4. PURPOSE OF TRANSACTION.
The acquisition of securities of Athey Products Corporation by
Dennis M. Bracy are for investment purposes only. Mr. Bracy
presently has no specific plans to acquire any additional
securities of the issuer in any substantial amount or to
dispose of any securities of the issuer; however, it is
possible that Mr. Bracy will acquire additional securities of
the issuer, or dispose of securities of the issuer, in the
future.
Dennis M. Bracy does not have any plan or proposal which
relates to or would result in:
(a) The acquisition by any person of additional
securities of the issuer, or the disposition of
securities of the issuer, except as noted above in
this Item 4;
(b) An extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving
the issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets
of the issuer or any of its subsidiaries;
(d) Any change in the present Board of Directors or
management of the issuer, including any plans or
proposals to change the number or term of directors
or to fill any existing vacancies on the board;
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(e) Any material change in the present capitalization
or dividend policy of the issuer;
(f) Any other material change in the issuer's business or
corporate structure including but not limited to, if
the issuer is a registered closed-end investment
company, any plans or proposals to make any changes
in its investment policy for which a vote is required
by section 13 of the Investment Company Act of 1940;
(g) Any changes in the issuer's charter, bylaws or
instruments corresponding thereto or other actions
which may impede the acquisition of control of the
issuer by any person;
(h) Causing a class of securities of the issuer to be
delisted from a national securities exchange or to
cease to be authorized to be quoted in an
inter-dealer quotation system of a registered
national securities association;
(i) A class of equity securities of the issuer
becoming eligible for termination of registration
pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934; or
(j) Any action similar to any of those enumerated
above.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) and (b)
Dennis M. Bracy
Number of shares 1) Sole Voting Power: 200,272
beneficially owned 2) Shared Voting Power: 4,200 *
by Dennis M. Bracy 3) Sole Disposition Power: 200,272 *
with 4) Shared Disposition Power: 4,200 *
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Aggregate amount beneficially owned
by Dennis M. Bracy: 204,472 *
Percent of Class: 5.3729%**
* Dennis M. Bracy is the holder of record and exercises sole
voting and investment power over 2,100 shares owned by him
personally, 5,250 shares held of record in an IRA, 630
shares held of record by Mr. Bracy as custodian for his
children, and 192,292 shares held of record by Isometrics,
Inc. of which Mr. Bracy is President, the majority
shareholder (98%), and a director. Mr. Bracy exercises
shared voting and investment power over 4,200 shares held of
record in an IRA by his spouse.
** Calculated on the basis of 3,805,608 issued and outstanding
shares as of March 26, 1997.
(c) Mr. Bracy, through his broker, purchased 1,000
shares on February 20, 1997, 3,000 shares on March
20, 1997, and 5,000 shares on March 26, 1997. The
price per share for all three transactions was
$4.25 per share. These shares are included the
shares listed above.
(d) N/A.
(e) N/A.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or relationships
between Dennis M. Bracy and any other person with respect to any
securities of the issuer.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
None required.
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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.
Date: 3/26/97
/s/ Dennis M. Bracy
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Dennis M. Bracy
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