SCHEDULE 14C
Information Required in Information Statement
Reg. 240.14c-101.
SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the Securities Exchange Act
of 1934 (Amendment No.)
Check the appropriate box:
Preliminary Information Statement
Confidential, for Use of the Commission Only (as permitted by Rule
14c-5(d)(2))
X Definitive Information Statement
______________Real Silk Investments, Incorporated___________________
(Name of Registrant As Specified in Charter)
Payment of Filing Fee (Check the appropriate box):
X $125 per Exchange Act Rules 0-11(c)(1)(ii), or 14c-5(g).
Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
1. Title of each class of securities to which transaction applies:
___________________________________________________________________
2. Aggregate number of securities to which transaction applies:
____________________________________________________________________
3. Per unit price or other underlying value of transaction computed
pursuant to Exhange Act Rule 0-11. (Set forth the amount on which
the filing fee is calcualted and state how it was determined).
____________________________________________________________________
4. Proposed maximum aggregate value of transaction:
____________________________________________________________________
5. Total fee paid:
____________$125.___________________________________________________
Fee paid previously with preliminary materials.
Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number or the Form or Schedule and the date of its filing.
1. Amount Previously Paid:
____________________________________________________________________
2. Form, Schedule or Registration Statement No.:
____________________________________________________________________
3. Filing Party:
____________________________________________________________________
4. Date Filed:
____________________________________________________________________
NOTICE OF ANNUAL MEETING
April 18, 1997
To The Stockholders of Real Silk Investments, Incorporated:
NOTICE IS HEREBY GIVEN that the Annual Meeting of the Stockholders of
Real Silk Investments, Incorporated (the "Company") will be held at NBD Bank,
N.A., 5th Floor Terrace Room, Section C, One Indiana Square, Indianapolis,
Indiana at 10:00 A.M., Eastern Standard Time, on Monday, May 12, 1997, for
the following purposes:
1. To elect a Board of seven Directors to serve during the ensuing
year and until their successors shall be duly elected and qualified.
2. To ratify or reject the selection, by a majority of those members
of the Board of Directors who were not "interested persons" of
the Company, of KPMG Peat Marwick LLP, to serve as independent
auditors of the Company for the year 1997.
3. To take action upon such other business as may properly come before
this meeting or any adjournment thereof.
Only Common Stockholders of record at the close of business April 7,
1997 are entitled to notice of and to vote at the Annual Meeting.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US
A PROXY.
By order of the Board of Directors.
___________________________
Lorretta A. Cox
Secretary
INFORMATION STATEMENT
REAL SILK INVESTMENTS, INCORPORATED
Principal Executive Office of Real Silk Investments, Inc. (the "Company"):
Real Silk Investments, Incorporated
445 N. Pennsylvania St., Suite 500
Indianapolis, Indiana 46204
WE ARE NOT ASKING FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
Voting Securities and Principal Holders Thereof
There are issued and outstanding 164,683 shares of $5 Par Value Common
Stock, the only class of voting securities of the Company.
Stockholders of record at the close of business April 7, 1997, are
entitled to notice of and to vote at the Annual Meeting. This Information
Statement is first being sent to the stockholders on April 18, 1997.
The following table sets forth certain information with regard to persons
known to the management of the Company to have beneficial ownership of more
than 5% of Real Silk Investments, Incorporated, outstanding stock:
Name and Address Amount and Nature Percent
Title of of Beneficial of Beneficial of
Class Owner Ownership Class (1)
$5 Par Value A Group Composed of
Common Daniel R. Efroymson
Mary Ann Stein
Moriah Fund, Inc.
445 N. Pennsylvania St.
Indianapolis, Indiana 129,722 (2) 78.8
$5 Par Value First Chicago NBD Corp.
Common Chicago, Illinois 59,227 (3) 36.0
Note (1): Some of the shares reported in footnotes 2 and 3 are held in
accounts of which more than one reporting person has beneficial
ownership. These shares are reported as beneficially owned by
each such reporting person under the "shared" categories resulting
in the total shares reported in those categories exceeding the
actual number of shares involved.
Note (2): Management is advised that Moriah Fund, Inc. and Daniel R.
Efroymson exercise sole dispositive and voting power with respect
to 77,000 and 5,233 shares, respectively, and that Daniel R.
Efroymson and Mary Ann Stein exercise shared voting and
disposiive power with respect to 47,489 and 6,905 shares,
respectively, according to a Schedule 13-G dated February 12, 1997.
Note (3): Management is advised that First Chicago NBD Corp. exercises sole
voting and dispositive power over 7,188 shares and shared voting
and dispositive power with respect to 52,039 shares, according to
a Schedule 13-G dated February 4, 1997.
The following table sets forth certain information as of April 7, 1997,
with respect to the beneficial ownership of the outstanding common stock of
Real Silk Investments, Incorporated, by persons named therein who are
directors who will continue in office, and by all directors and officers as
a group as reported by each person.
Percent
Title of Name of Amount and Nature of
Class Beneficial Owner of Beneficial Ownership Class
$5 Par Value
Common Stock Daniel R. Efroymson 52,722 (4) 32.0
Loralei M. Efroymson 5,068 3.l
Herbert D. Falender l,488 .9
Mary Ann Stein 6,905 4.2
Norman C. Kleifgen, Jr. - -
Terry W. Bowmaster - -
Samuel L. Odle - -
Directors and Officers
as a Group (11 in number) 54,210 32.9
Note (4): The 52,722 shares reported by Daniel R. Efroymson includes 5,068
shares reported by Loralei M. Efroymson, and 6,905 shares reported
by Mary Ann Stein. Of the 52,722 shares reported, Daniel R.
Efroymson has sole voting and investment power with respect to 5,233
shares and shared voting and investment power with respect to 47,489
shares.
Directors and Executive Officers
Directors to be elected for the ensuing year and until their successors shall
be duly elected and qualified:
DANIEL R. EFROYMSON*, 55, Director since 1983
President and Treasurer of Company (1989 to present); First Vice
President of Moriah Fund, Inc. (1993 to present); Vice President of
Moriah Fund, Inc. (1986 to 1993); Secretary and Treasurer of Moriah
Fund, Inc. (1985 to present); Managing Partner, SEE Investors;
Director of Lincoln National Corporation; and Director of NBD Bank,
N.A. (Indiana).
LORALEI M. EFROYMSON*, 55, Director since 1989
Vice President of Company (1989 to present); Second Vice President of
Moriah Fund, Inc. (1993 to present); Assistant Vice President of
Moriah Fund, Inc. (1989 to 1993); Partner, SEE Investors.
HERBERT D. FALENDER*, 80, Director since 1969
Retired, President of Falender Iron & Metal Corporation.
NORMAN C. KLEIFGEN, JR., 60, Director since 1987
First Vice President, NBD Bank, N.A. (1994 to present); First Vice
President and Trust Officer of NBD Bank, N.A. (1994); Vice President
and Trust Officer of NBD Bank, N.A. (1982 to 1994).
TERRY W. BOWMASTER, 50, Director since 1993
Senior Vice President for Finance and Administration, Butler
University (1992 to present); Vice President of Finance, University of
Hartford (1989 to 1991).
MARY ANN STEIN*, 53, Director since 1994
President of Moriah Fund, Inc. (1989 to present); Partner, SEE Investors.
SAMUEL L. ODLE, 47, Director since 1995
Senior Vice President/Chief Operating Officer - Methodist/IU/Riley
Hospitals (l996 to Present);Chief Operating Officer - Clinical
Services, Methodist Hospital of Indiana, Inc. (1994 to 1996); Senior
Vice President, Hospital Operations, Methodist Hospital of Indiana,
Inc. (1986 to 1994).
*Daniel R. Efroymson, Loralei M. Efroymson, and Mary Ann Stein are
"interested persons" because they are officers of, and Daniel R. Efroymson
and Mary Ann Stein are also directors of, Moriah Fund, Inc., which holds more
than 5% of the outstanding shares of the Company. Loralei M. Efroymson is
the spouse of Daniel R. Efroymson. Mary Ann Stein is the sister of Daniel R.
Efroymson. Herbert D. Falender is the uncle of Daniel R. Efroymson and Mary
Ann Stein.
The Board of Directors of the Company held three regularly scheduled
meetings during 1996. The Board does not have a standing audit, nominating
or compensation committee. All directors attended in excess of 75% of the
total number of meetings of the Board of Directors of the Company held during
the time he or she was a director, except that Mary Ann Stein and Samuel L.
Odle each attended two of the three meetings held. All directors who are not
employees of the Company are paid an annual retainer of $1,000, payable in
quarterly installments of $250, and an attendance fee of $300 for each Board
of Directors meeting attended.
Executive Compensation
Name of Person Aggregate Pension or Estimated Total
Position Compensation Retirement Annual Compensation
from Company Benefits Benefits From Company
(5) Accrued as (7)
Part of
Fund
Expenses
(6)
Herbert D. Falender
Director $1,900 N/A N/A $1,900
Norman C. Kleifgen, Jr.
Director $1,900 N/A N/A $1,900
Terry W. Bowmaster
Director $1,900 N/A N/A $1,900
Mary Ann Stein
Director $1,600 N/A N/A $1,600
Samuel L. Odle
Director $1,600 N/A N/A $1,600
Daniel R. Efroymson (8)
President and Treasurer
Director N/A See Note 7
Loralei M. Efroymson (8)
Vice President
Director N/A See Note 7
All Directors and
Executive Officers
(11 Persons) $111,193 $5,115 See Note 7 $116,308
Note (5): No officer of Company receives compensation in excess of $60,000 per
year and officer compensation is therefore not separately disclosed.
Note (6): Pursuant to the Company's Defined Contribution Retirement Plan, an
aggregate total of $5,115 was paid to the Trustee of the Plan for
the calendar year 1996, on behalf of all officers. That sum is not
included in the Aggregate Remuneration of all Directors and
Officers but is included in Total Compensation From Company.
Directors who are not officers are not eligible for the Plan.
Note (7): As a Defined Contribution Plan, estimated annual benefits are not
readily calculable.
Note (8): Director of Company who is also an officer and therefore does not
receive compensation in capacity of a director.
Independent Auditors
KPMG Peat Marwick LLP ("Peat Marwick"), were the Independent Auditors of
the Company beginning with the year 1995 and are being recommended to the
stockholders for ratification for the current year.
Representatives of the Independent Auditors are expected to attend the
Annual Meeting of Stockholders with the opportunity to make a statement if
they desire to do so and are expected to be available to respond to
appropriate questions by the stockholders.
Voting Procedures
An affirmative vote of a majority of the shares present at the meeting is
required for approval of matters presented. Each eligible share is entitled
to one vote.
Submission of Stockholder Proposals
Stockholder proposals to be presented at the 1998 Annual Meeting of
Stockholders must be received by the Company at its principal office on or
before December 31, 1997, to be considered for inclusion in the Company's
Information Statement for that meeting.
