ALLEGHENY LUDLUM CORP ET AL
SC 13G/A, 1995-02-10
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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                                                  Page 1 of 4 Pages


                                    UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, DC  20549


                                    SCHEDULE 13G


                      Under the Securities Exchange Act of 1934

                                 (Amendment No.  7  )
                                                ---




                            ALLEGHENY LUDLUM CORPORATION
          --------------------------------------------------------------
                                  (Name of Issuer)



                       Common Stock, Par Value $0.10 Per Share
          --------------------------------------------------------------
                            (Title of Class of Securities)



                                     016900 10 2
          --------------------------------------------------------------
                                   (CUSIP Number)



          Check the following box if a fee is being paid with this
          statement ___.  

          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.

<PAGE>
                            SCHEDULE 13G, Amendment No. 7

          CUSIP NO. 016900 10 2                        Page 2 of 4 Pages
          --------------------------------------------------------------


          1    NAME OF REPORTING PERSON
               S.S. or I.R.S. IDENTIFICATION NO. OF THE ABOVE PERSON

                    Robert P. Bozzone 
                    -----------------

          2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

                                                       (a)  ___
                                                       (b)  ___

          3    SEC USE ONLY

          4    CITIZENSHIP OR PLACE OF ORGANIZATION

                    U.S.A.
                    ------

           NUMBER OF          5    SOLE VOTING POWER        5,798,656
             SHARES
          BENEFICIALLY        6    SHARED VOTING POWER              0
            OWNED BY
              EACH            7    SOLE DISPOSITIVE POWER   5,798,656
           REPORTING
             PERSON           8    SHARED DISPOSITIVE POWER         0
              WITH

          9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                    5,798,656
                    ---------

          10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
               CERTAIN SHARES*

                    X
                    -

          11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                    8.2
                    ---

          12   TYPE OF REPORTING PERSON*

                    IN
                    --

<PAGE>
                            SCHEDULE 13G, Amendment No. 7

          CUSIP NO. 016900 10 2                        Page 3 of 4 Pages
          --------------------------------------------------------------

               Item 4 of Schedule 13G of the undersigned dated February 11,
          1988, as amended, is hereby amended in its entirety to read as
          follows.  (Except as otherwise indicated, share information
          herein reflects the 3-for-2 stock split effected July 2, 1990 and
          the 2-for-1 stock split effected July 1, 1993.)

          Item 4.   OWNERSHIP 

               (a)  As of December 31, 1994, Robert P. Bozzone was the
          beneficial owner (as that term is defined in Rule 13d-3 under
          the Securities Exchange Act of 1934) of 5,798,656 shares of
          Common Stock, including 2,156 shares allocated to his account and
          held by the Trustee under the savings part of the Allegheny
          Ludlum Corporation Retirement Savings Plan.

               (b)  The shares specified in Item 4(a) represented
          approximately 8.2% of the total number of shares of Common Stock
          outstanding as of December 31, 1994.

               (c)  Mr. Bozzone has the sole power to vote or to direct
          the voting of, and the sole power to dispose or to direct the
          disposition of, all shares reported in Item 4(a).  However, such
          dispositive power, with respect to the shares held by the
          Retirement Savings Plan, is limited in certain respects by the
          provisions of said Plan.

               (d)  Not included in Item 4(a)-(c) are 346,700 shares 
          of Common Stock owned by the Bozzone Family Foundation 
          (the "Foundation") as of December 31, 1994, representing
          approximately 0.49% of the outstanding shares of Common Stock as
          of that date.

               The Trust Agreement by which the Foundation was created is
          irrevocable, and provides in relevant part that the entire
          principal of and income from the assets of the Foundation may be
          expended only for the use of such charitable organizations as are
          described in Section 501(c)(3) of the Internal Revenue Code of
          1986, as amended ("the Code"), and which are entitled to
          exemption from Federal income tax under Section 501(a) of the
          Code, and no part thereof may be paid to or inure to the benefit
          of Mr. Bozzone, any member of his family or any other private
          shareholder or individual.  Although Mr. Bozzone, as trustee of
          the Foundation, has the sole power to vote and the sole power to
          direct the disposition of said shares, Mr. Bozzone disclaims any
          beneficial ownership of said shares; and the filing of this
          statement shall not be construed as an admission that Mr. Bozzone
          is the beneficial owner of any of said shares for the purposes of
          section 13(d) or 13(g) of the Securities Exchange Act of 1934, as
          amended, or for any other purpose whatsoever.

<PAGE>

                            SCHEDULE 13G, Amendment No. 7

          CUSIP NO. 016900 10 2                        Page 4 of 4 Pages
          --------------------------------------------------------------


                                      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 8, 1995
                                             ------------------------------
                                             Date



                                             /s/ Robert P. Bozzone 
                                             ------------------------------
                                             Signature



                                             Robert P. Bozzone
                                             ------------------------------
                                             Name










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