OMB APPROVAL
------------------------------
OMB Number 3235-0145
Expires: December 31, 1997
Estimated average burden
hours per response.......14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5 )*
Geneva Steel Company
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, No Par Value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
372252-10-6
----------------------------
(CUSIP Number)
*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).
Page 1 of 5 Pages
<PAGE>
CUSIP No. 372252-10-6 Page 2 of 5 Pages
13G
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert J. Grow
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |_|
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- --------------------------------------------------------------------------------
5 SOLE VOTING POWER
997,048
NUMBER OF ------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 15,500**
EACH ------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 997,048
------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
15,500**
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,012,548
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.7%
- --------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
**SEE ITEM 4.
<PAGE>
CUSIP No. 372252-10-6 Page 3 of 5 Pages
13G
Item 1.
(a) Name Issuer: Geneva Steel Company (the "Company")
(b) Address of Issuer's Principal Executive Offices: 10 South Geneva
Road, Vineyard, Utah 84058
Item 2.
(a) Name of Person Filing: Robert J. Grow
(b) Address of Principal Business Office or, if none, Residence: 10
South Geneva Road, Vineyard, Utah 84058
(c) Citizenship: United States
(d) Title of Class of Securities: Common Stock, No Par Value
(e) CUSIP Number: 372252-10-6
Item 3.
This statement is not filed pursuant to Rule 13d-1(b) or 13d-2(b).
Item 4. Ownership
As of December 31, 1997, Mr. Grow was the beneficial owner of 997,048
shares of the Company's Class A Common Stock. In addition, the spouse of Mr.
Grow owned, as of such date, 15,500 shares of Class A Common Stock which may be
deemed to be beneficially owned by Mr. Grow. Mr. Grow disclaims beneficial
ownership of the shares owned by his spouse. If the shares owned by Mr. Grow's
spouse are included with the shares beneficially owned by him (a total of
1,012,548 shares), all such shares represented 6.7% of the outstanding Class A
Common Stock as determined by Rule 13d-3 under the Securities Exchange Act of
1934. Mr. Grow beneficially held all shares, other than the shares owned by his
spouse, individually with sole voting and investment power. Mr. Grow may be
deemed to have shared voting and investment power with respect to the shares
owned by his spouse.
The number of shares beneficially owned by Mr. Grow reported above
includes 885,532 shares of Class A Common Stock that Mr. Grow had the right to
acquire upon the conversion of 8,855,319 shares of the Company's Class B Common
Stock at the rate of ten shares of Class B Common Stock for one share of Class A
Common Stock. In addition, the number of shares reported above includes options
to purchase 101,100 shares of Class A Common Stock, which options are either
currently exercisable or exercisable within the next 60 days.
<PAGE>
CUSIP No. 372252-10-6 Page 4 of 5 Pages
13G
Item 5. Ownership of Five Percent or Less of a Class
This statement is not being filed to report the fact that as of the
date hereof the Reporting Person has ceased to be the beneficial owner of
more than five percent of the class of securities.
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.
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>
CUSIP No. 372252-10-6 Page 5 of 5 Pages
13G
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.
DATED: February 4, 1998
/s/ ROBERT J. GROW
--------------------------------
Robert J. Grow
