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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
INFORMATION STATEMENT
PURSUANT TO RULES 13D-1 AND 13D-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Piedmont Mining Company, Inc.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
720172 10 5
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(CUSIP Number)
J. Norfleet Pruden, III
Kennedy Covington Lobdell & Hickman, L.L.P.
4200 NationsBank Corporate Center
100 North Tryon Street
Charlotte, North Carolina 28202-4006
704/331-7442
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January 1, 1996
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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 schedule because of Rule 13d-1(b)(3) or (4), check the following
box. / /
Check the following box if a fee is being paid with this statement /X/.
(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.)
Page 1 of 6 Pages
(Cover Page continued on page 2)
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<TABLE>
<S> <C>
13D
CUSIP No. 758935 10 0 Page 2 of 5 Pages
1 NAME OF REPORTING PERSON John W. Castles 3d
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(c) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
7 SOLE VOTING POWER 756,745
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER 0
EACH
REPORTING
PERSON
WITH 9 SOLE DISPOSITIVE POWER 756,745
10 SHARED DISPOSITIVE POWER 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 756,745
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.01%
14 TYPE OF REPORTING PERSON (See Instructions) IN
</TABLE>
Page 2 of 6 Pages
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ITEM 1. SECURITY AND ISSUER.
(a) Title of Security: Piedmont Mining Company, Inc. Common Stock
(no par value)
(b) Name of Issuer: Piedmont Mining Company, Inc.
(c) Address of Issuer's Principal Executive Offices:
4215 Stuart Andrew Boulevard
Charlotte, North Carolina 28217
ITEM 2. IDENTITY AND BACKGROUND.
(a) Name of Person Filing: John W. Castles 3d
(b) Address of Principal Business Office or, if none, Residence:
6 Shell Fish Lane, Callawassie Island
Ridgeland, South Carolina 29936
(c) Present Occupation: Retired
(d) None
(e) None
(f) Citizenship: United States of America
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. Castles is and has been since the issuer's inception a director of
the issuer and has been a significant shareholder of the issuer since the
1980s. Mr. Castles has not acquired any shares of the issuer since 1994 other
than pursuant to the grant of an immediately exercisable option to purchase
10,000 shares of the issuer's Common Stock on each of January 1, 1995, July 1,
1995 and January 1, 1996 pursuant to the Piedmont Mining Company, Inc. 1994
Nonqualified Stock Option Plan for Non-Employee Directors. Such options have
not yet been exercised and Mr. Castles has no present intention to exercise
such options. The option granted on January 1, 1996 increased Mr. Castles'
holdings to in excess of 5% of the outstanding Common Stock. Under the
Piedmont Mining Company, Inc. 1994 Nonqualified Stock Option Plan for
Non-Employee Directors, each Eligible Director (which includes Mr. Castles) is
automatically granted an immediately exercisable option to purchase 10,000
shares of Common Stock on January 1 and July 1 of each year at the fair market
value on such date, subject to adjustment in the event of
Page 3 of 6 Pages
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stock dividends and splits, recapitalizations and similar transactions and
subject to an aggregate limit (before such adjustment) of 300,000 shares.
ITEM 4. PURPOSE OF TRANSACTION.
See response to Item 3 above. Mr. Castles has no plans or proposals
which relate 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;
(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 of 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;
(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) 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 Act; or
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
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(a) See blocks 7 through 13 of the Cover Page. Shares include
70,000 shares as to which Mr. Castles has a right to acquire
pursuant to the exercise of stock options.
(b) See blocks 7 through 10 of the Cover Page.
(c) On January 1, 1996, Mr. Castles was granted an option to
purchase 10,000 shares of Common Stock at an exercise price of
$.31875 per share pursuant to the Piedmont Mining Company,
Inc. 1994 Nonqualified Stock Option Plan for Non-employee
Directors.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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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 22, 1996
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Date
/s/ John W. Castles 3d
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Signature
John W. Castles 3d
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Name
Page 6 of 6 Pages
