GENEVA STEEL CO
SC 13G/A, 1999-02-04
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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                                            ------------------------------------
                                                        OMB APPROVAL
                                            ------------------------------------
                                            OMB Number           3235-0145
                                            Expire               August 31, 1999
                                            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. 6 )*


                              Geneva Steel Company
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                           Common Stock, No Par Value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   372252-10-6
                                 --------------
                                 (CUSIP Number)

                                December 31, 1998
             -------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the  appropriate box to designate the rule pursuant to which this Schedule
is filed:

         |_|      Rule 13d-1(b)
         |_|      Rule 13d-1(c)
         |X|      Rule 13d-1(d)

*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).


Potential persons who are to respond to the collection of information  contained
in this form are not  required to respond  unless the form  displays a currently
valid OMB control number.

                               Page 1 of 5 Pages
<PAGE>

CUSIP No.   372252-10-6
         -----------------
- --------------------------------------------------------------------------------

1.       Names of Reporting Persons.
         I.R.S. Identification Nos. of above persons (entities only).
         Robert J. Grow
         --------------
- --------------------------------------------------------------------------------

2.       Check the Appropriate Box if a Member of a Group (See Instructions)

         (a)
            -------
         (b)
            -------
- --------------------------------------------------------------------------------

3.       SEC Use Only
                     -----------------------------------------------------------
- --------------------------------------------------------------------------------

4.       Citizenship or Place of Organization United States
                                             -----------------------------------
- --------------------------------------------------------------------------------

Number of           5.       Sole Voting Power 1,052,222
Shares Bene-                                   ---------------------------------
ficially            6.       Shared Voting Power 15,500**
Owned by Each                                   --------------------------------
Reporting           7.       Sole Dispositive Power 1,052,222
Person With:                                       -----------------------------
                    8.       Shared Dispositive Power 15,500**
                                                     ---------------------------
- --------------------------------------------------------------------------------

9.       Aggregate Amount Beneficially Owned by Each Reporting Person 1,067,722
                                                                     -----------

10.      Check if the Aggregate  Amount in Row (9)  Excludes Certain Shares (See
         Instructions) |_|

11.      Percent of Class Represented by Amount  in Row (9) 6.8%
                                                           ---------------------

12.      Type of Reporting Person (See Instructions) IN
                                                    ----------------------------


         **See Item 4.


                               Page 2 of 5 Pages
<PAGE>

CUSIP No.    372252-10-6
         -------------------

Item 1.

         (a) Name of Issuer: Geneva Steel Company (the "Company")
             ---------------

         (b) Address of Issuer's Principal  Executive  Offices:  10 South Geneva
             --------------------------------------------------
         Road, Vineyard, UT 84058

Item 2.

         (a) Name of Person Filing: Robert J. Grow (the "Reporting Person")
             ----------------------

         (b) Address of Principal Business Office, if none, Residence:  10 South
             ---------------------------------------------------------
         Geneva Road, Vineyard, UT 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  Sections  240.13d-1(b)  or
240.13d-2(b) or (c).

Item 4.  Ownership

         As of December 31, 1998, the Reporting  Person was the beneficial owner
of 1,052,222  shares of the  Company's  Class A Common Stock.  In addition,  the
spouse of the Reporting Person owned, as of such date,  15,500 shares of Class A
Common  Stock  which  may be deemed to be  beneficially  owned by the  Reporting
Person. The Reporting Person disclaims  beneficial ownership of the shares owned
by his spouse. If the shares owned by the Reporting Person's spouse are included
with the shares beneficially owned by the Reporting Person (a total of 1,067,722
shares),  all such shares  represented  6.8% of the  outstanding  Class A Common
Stock as determined by Rule 13d-3 under the Securities Exchange Act of 1934. The
Reporting Person  beneficially  held all shares,  other than the shares owned by
his spouse,  individually  with sole voting and investment  power. The Reporting
Person 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 the  Reporting  Person
reported  above  includes  885,532  shares  of  Class A  Common  Stock  that the
Reporting  Person  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  153,600 shares of Class A
Common Stock,  which options are either  currently  exercisable  or  exercisable
within the next 60 days.

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.


                               Page 3 of 5 Pages
<PAGE>

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 4 of 5 Pages
<PAGE>

                                    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.


                                                         1/20/99
                                                         -----------------------
                                                         Date


                                                         /s/ ROBERT J. GROW
                                                         -----------------------
                                                         Signature


                                                         Robert J. Grow
                                                         -----------------------
                                                         Name/Title


                               Page 5 of 5 Pages


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