SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. )*
Under the Securities Exchange Act of 1934
SAUER INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
804 137 107
(CUSIP Number)
May 11, 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 Afiled@ for the purpose of Section 18 of the Securities
Exchange Act of 1934 (AAct@) 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 32 Pages
CUSIP NO. 804 137 107 SCHEDULE 13G Page 2 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Klaus H. Murmann
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Klaus H. Murmann With:
5. Sole Voting Power: 128,225
6. Shared Voting Power: 15,562,500. Klaus H. Murmann disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 128,225
8. Shared Dispositive Power: 15,562,500. Klaus H. Murmann disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Klaus H. Murmann:
15,690,725. Klaus H. Murmann disclaims beneficial ownership of
15,562,500 of these shares, 4,900,000 of which are owned by Klaus
Murmann & Co. KG, a German limited partnership (AMurmann KG@),
in which Klaus H. Murmann is a general partner, 10,362,500 of
which are owned by Sauer GmbH, a German limited liability company,
a wholly owned subsidiary of K. Murmann Verwaltungsgesellschaft mit
beschrankter Haftung, a German limited liability company (AMurmann
GmbH@), which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF Europaische Marketing und Finanzmanagement
AG, a German limited liability company ("EMF"), a wholly owned
subsidiary of Murmann GmbH.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 3 of 32 Pages
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ X ] The amount in row (9) excludes 267,100 shares owned by
Hannelore Murmann, Klaus H. Murmann=s wife, over which Klaus H.
Murmann has no voting or dispositive power; 1,000 shares owned by
Nicola Keim, Klaus H. Murmann=s daughter, over which Klaus H.
Murmann has no voting or dispositive power; and 1,000 shares owned
by Sven Murmann, Klaus H. Murmann=s son, over which Klaus H.
Murmann has no voting or dispositive power.
11. Percent of Class Represented by Amount in Row 9: 57.3 %.
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 4 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Klaus Murmann & Co. KG (AMurmann KG@)
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Murmann KG With:
5. Sole Voting Power: 4,900,000
6. Shared Voting Power: 10,662,500. Murmann KG disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 4,900,000
8. Shared Dispositive Power: 10,662,500. Murmann KG disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Murmann KG:
15,562,500. Murmann KG disclaims beneficial ownership of
10,662,500 of these shares, 10,362,500 of which are owned by
Sauer GmbH, a wholly owned subsidiary of Murmann GmbH,
which is wholly owned by Murmann KG and 300,000 of which are
owned by EMF, a wholly owned subsidiary of Murmann GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8 %.
12. Type of Reporting Person: PN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 5 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Sauer GmbH
2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ x ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Sauer GmbH With:
5. Sole Voting Power: 10,362,500
6. Shared Voting Power: 0
7. Sole Dispositive Power: 10,362,500
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Sauer GmbH:
10,362,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 37.8%
12. Type of Reporting Person: CO
CUSIP NO. 804 137 107 SCHEDULE 13G Page 6 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
EMF Europaische Marketing und Finanzmanagement AG ("EMF")
2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ x ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by EMF With:
5. Sole Voting Power: 300,000
6. Shared Voting Power: 0
7. Sole Dispositive Power: 300,000
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by EMF:
300,000
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 1.1%
12. Type of Reporting Person: CO
CUSIP NO. 804 137 107 SCHEDULE 13G Page 7 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
K. Murmann Verwaltungsgesellschaft mit beschrankter Haftung
(AMurmann GmbH@)
2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ x ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Murmann GmbH With:
5. Sole Voting Power: 0
6. Shared Voting Power: 10,662,500. Murmann GmbH disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 10,662,500. Murmann GmbH disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Murmann GmbH:
10,662,500. Murmann GmbH disclaims beneficial ownership of these
shares, 10,362,500 of which are owned by Sauer GmbH, a wholly
owned subsidiary of Murmann GmbH and 300,000 of which are owned
by EMF, a wholly owned subsidiary of Murmann GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 38.9 %.
12. Type of Reporting Person: CO
CUSIP NO. 804 137 107 SCHEDULE 13G Page 8 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Hannelore Murmann
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Hannelore Murmann With:
5. Sole Voting Power: 267,100
6. Shared Voting Power: 15,562,500. Hannelore Murmann disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 267,100
8. Shared Dispositive Power: 15,562,500. Hannelore Murmann disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Hannelore Murmann:
15,829,600. Hannelore Murmann disclaims beneficial ownership of
15,562,500 shares, 4,900,000 of which are owned by Murmann KG,
in which Hannelore Murmann is a general partner, 10,362,500 of which
are owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[X] The amount in row (9) excludes 128,225 shares owned by Klaus
H. Murmann, Hannelore Murmann=s husband, over which
Hannelore Murmann has no voting or dispositive power; 1,000
shares owned by Nicola Keim, Hannelore Murmann=s daughter, over
which Hannelore Murmann has no voting or dispositive power; and 1,000
shares owned by Sven Murmann, Hannelore Murmann=s son, over which
Hannelore Murmann has no voting or dispositive power.
11. Percent of Class Represented by Amount in Row 9: 57.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 9 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Sven Murmann
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Sven Murmann With:
5. Sole Voting Power: 1,000
6. Shared Voting Power: 15,562,500. Sven Murmann disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 1,000
8. Shared Dispositive Power: 15,562,500. Sven Murmann disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Sven Murmann:
15,563,500. Sven Murmann disclaims beneficial ownership of
15,562,500 shares, 4,900,000 of which are owned by Murmann KG,
in which Sven Murmann is a limited partner, 10,362,500 of which are
owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 10 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Nicola Keim
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Nicola Keim With:
5. Sole Voting Power: 1,000
6. Shared Voting Power: 15,562,500. Nicola Keim disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 1,000
8. Shared Dispositive Power: 15,562,500. Nicola Keim disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Nicola Keim:
15,563,500. Nicola Keim disclaims beneficial ownership of
15,562,500 shares, 4,900,000 of which are owned by Murmann KG,
in which Nicola Keim is a limited partner, 10,362,500 of which are
owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 11 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Ulrike Murmann-Knuth
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Ulrike Murmann-Knuth With:
5. Sole Voting Power: 0
6. Shared Voting Power: 15,562,500. Ulrike Murmann-Knuth disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 15,562,500. Ulrike Murmann-Knuth
disclaims beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Ulrike Murmann-Knuth:
15,562,500. Ulrike Murmann-Knuth disclaims beneficial ownership
of these shares, 4,900,000 of which are owned by Murmann KG, in
which Ulrike Murmann-Knuth is a limited partner, 10,362,500 of
which are owned by Sauer GmbH, a wholly owned subsidiary of
Murmann GmbH, which is wholly owned by Murmann KG, and 300,000
of which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 12 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Jan Murmann
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Jan Murmann With:
5. Sole Voting Power: 0
6. Shared Voting Power: 15,562,500. Jan Murmann disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 15,562,500. Jan Murmann disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Jan Murmann:
15,562,500. Jan Murmann disclaims beneficial ownership of
these shares, 4,900,000 of which are owned by Murmann KG,
in which Jan Murmann is a limited partner, 10,362,500 of which are
owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 13 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Anja Murmann
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Anja Murmann With:
5. Sole Voting Power: 0
6. Shared Voting Power: 15,562,500. Anja Murmann disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 15,562,500. Anja Murmann disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Anja Murmann:
15,562,500. Anja Murmann disclaims beneficial ownership of
these shares, 4,900,000 of which are owned by Murmann KG,
in which Anja Murmann is a limited partner, 10,362,500 of which are
owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 14 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Christa Zoellner
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Christa Zoellner With:
5. Sole Voting Power: 0
6. Shared Voting Power: 15,562,500. Christa Zoellner disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 15,562,500. Christa Zoellner disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Christa Zoellner:
15,562,500. Christa Zoellner disclaims beneficial ownership of
these shares, 4,900,000 of which are owned by Murmann KG, in which
Christa Zoellner is a limited partner, 10,362,500 of which are
owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 15 of 32 Pages
1. Name of Reporting Person
I.R.S. Identification No. of Above Person:
Britta Zoellner
2. Check the Appropriate Box if a Member of a Group
(a) [ x ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Germany
Number of Shares Beneficially Owned by Britta Zoellner With:
5. Sole Voting Power: 0
6. Shared Voting Power: 15,562,500. Britta Zoellner disclaims
beneficial ownership of these shares.
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 15,562,500. Britta Zoellner disclaims
beneficial ownership of these shares.
9. Aggregate Amount Beneficially Owned by Britta Zoellner:
15,562,500. Britta Zoellner disclaims beneficial ownership of
these shares, 4,900,000 of which are owned by Murmann KG, in
which Britta Zoellner is a limited partner, 10,362,500 of which are
owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann
GmbH.
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
[ ]
11. Percent of Class Represented by Amount in Row 9: 56.8%
12. Type of Reporting Person: IN
CUSIP NO. 804 137 107 SCHEDULE 13G Page 16 of 32 Pages
Item 1(a) Name of Issuer:
Sauer Inc.
Item 1(b) Address of Issuer=s Principal Executive Offices:
2800 East 13th Street
Ames, Iowa 50010
and
Krokamp 35
24539 Neumunster
Federal Republic of Germany
Item 2(a) Names of Persons Filing:
Klaus H. Murmann
Klaus Murmann & Co. KG
Sauer GmbH
K. Murmann Verwaltungsgesellschaft mit beschrankter Haftung
EMF Europaische Marketing und Finanzmanagement AG
Hannelore Murmann
Sven Murmann
Nicola Keim
Ulrike Murmann-Knuth
Jan Murmann
Anja Murmann
Christa Zoellner
Britta Zoellner
Item 2(b) Address of Principal Business Office or, if none, Residence:
Klaus H. Murmann, Hannelore Murmann, Christa Zoellner, and Britta
Zoellner reside at Bismarckallee 24, D 24105 Kiel, Germany. Sven
Murmann resides at Bottgerstr. 15, D 20148 Hamburg, Germany. Nicola
Keim resides at Dr. Max-Strasse 15, D 82031 Grunwald, Kr. Munchen,
Germany. Ulrike Murmann-Knuth resides at Hansastrasse 47, D-20144
Hamburg, Germany. Jan Murmann resides at Liseltoote-Hermann-Str. 34,
D 10407 Berlin. Anja Murmann resides at 532 E. 5th Street, Apt. 2, New
York, New York 10009. Murmann KG, Sauer GmbH, EMF, and Murmann
GmbH all have principal business offices at Krokamp 35, 24539 Neumunster,
Federal Republic of Germany.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 17 of 32 Pages
Item 2(c) Citizenship: All reporting persons are citizens of the Federal
Republic of Germany.
Item 2(d) Title of Class of Securities:
Common Stock of Sauer Inc.
Item 2(e) CUSIP Number:
804 137 107
Item 3 If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act;
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act;
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
CUSIP NO. 804 137 107 SCHEDULE 13G Page 18 of 32 Pages
If this statement is filed pursuant to Rule 13d-1(c), check this box. [ ]
Item 4. Ownership:
This Schedule 13G is being filed by Murmann KG, a German
limited partnership; Klaus H. Murmann, Hannelore Murmann,
Sven Murmann, Nicola Keim, Ulrike Murmann-Knuth, Jan Murmann,
Anja Murmann, Christa Zoellner, and Britta Zoellner, all of Murmann
KG=s general and limited partners; Murmann GmbH, Murmann KG=s
wholly owned German limited liability company; Sauer GmbH, a wholly
owned subsidiary of Murmann GmbH; and EMF, a wholly owned
subsidiary of Murmann GmbH. The total number of shares beneficially
owned by the filers of this statement is 15,959,825. Of those shares,
Klaus H. Murmann is the direct owner of 128,225 shares, Hannelore
Murmann is the direct owner of 267,100 shares, Sven Murmann is the
direct owner of 1,000 shares, and Nicola Keim is the direct owner of
1,000 shares. No other filer shares or owns any voting or dispositive
power over those shares. 4,900,000 shares are directly owned by
Murmann KG. The general and limited partners all may be deemed
to be beneficial owners of these shares because, under German
law, they all have some voting power in the partnership. 10,362,500
sharesare owned directly by Sauer GmbH. The final 300,000 shares
are owned by EMF. Murmann GmbH, Murmann KG, and all the limited
and general partners may be deemed to be beneficial owners of these
shares.
Therefore, Klaus H. Murmann may be deemed to be the beneficial
Owner of Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,690,725. Klaus H. Murmann
disclaims beneficial ownership of 15,562,500 of these shares, 4,900,000
of which are owned by Murmann KG, in which Klaus H. Murmann is a
general partner, 10,362,500 of which are owned by Sauer GmbH, a wholly
owned subsidiary of Murmann GmbH, which is wholly owned by Murmann
KG, and 300,000 of which are owned by EMF, a wholly owned subsidiary
of Murmann GmbH.
(b) Percent of Class: 57.3%
(c) Number of shares as to which Klaus H. Murmann has:
(i) sole power to vote or to direct the vote: 128,225
(ii) shared power to vote or to direct the vote: 15,562,500.
Klaus H. Murmann disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 128,225
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Klaus H. Murmann disclaims beneficial ownership of these shares.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 19 of 32 Pages
Moreover, Murmann KG may be deemed to be the beneficial owner
of Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,562,500. Murmann KG
disclaims beneficial ownership of 10,362,500 of these shares, which
are owned by Sauer GmbH, a wholly owned subsidiary of Murmann
GmbH, which is wholly owned by Murmann KG, and 300,000 of which
are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
(b) Percent of Class: 56.8%
(c) Number of shares as to which Murmann KG has:
(i) sole power to vote or to direct the vote: 4,900,000
(ii) shared power to vote or to direct the vote: 10,662,500.
Murmann KG disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 4,900,000
(iv) shared power to dispose or to direct the disposition of: 10,662,500.
Murmann KG disclaims beneficial ownership of these shares.
Moreover, Sauer GmbH may be deemed to be the beneficial owner
of Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 10,362,500.
(b) Percent of Class: 37.8%
(c) Number of shares as to which Sauer GmbH has:
(i) sole power to vote or to direct the vote: 10,362,500
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of: 10,362,500
(iv) shared power to dispose or to direct the disposition of: 0
Moreover, EMF may be deemed to be the beneficial owner of Sauer Inc.
Common Stock as follows:
(a) Amount Beneficially Owned: 300,000.
(b) Percent of Class: 1.1%
(c) Number of shares as to which EMF has:
(i) sole power to vote or to direct the vote: 300,000
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of: 300,000
(iv) shared power to dispose or to direct the disposition of: 0
CUSIP NO. 804 137 107 SCHEDULE 13G Page 20 of 32 Pages
Moreover, Murmann GmbH may be deemed to be the beneficial
owner of Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 10,662,500. Murmann GmbH
disclaims beneficial ownership of these shares, 10,362,500 of which are
owned by Sauer GmbH, a wholly owned subsidiary of Murmann GmbH,
and 300,000 of which are owned by EMF, a wholly owned subsidiary of
Murmann GmbH.
(b) Percent of Class: 38.9%
(c) Number of shares as to which Murmann GmbH has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 10,662,500.
Murmann GmbH disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 10,662,500.
Murmann GmbH disclaims beneficial ownership of these shares.
Moreover, Hannelore Murmann may be deemed to be the beneficial
owner of Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,829,600. Hannelore Murmann
disclaims beneficial ownership of these shares, 4,900,000 of which are
owned by Murmann KG, in which Hannelore Murmann is a general partner,
10,362,500 of which are owned by Sauer GmbH, a wholly owned subsidiary
of Murmann GmbH, which is wholly owned by Murmann KG, and 300,000
of which are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
(b) Percent of Class: 57.8%
(c) Number of shares as to which Hannelore Murmann has:
(i) sole power to vote or to direct the vote: 267,100
(ii) shared power to vote or to direct the vote: 15,562,500. Hannelore
Murmann disclaims beneficial ownership of these shares.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 21 of 32 Pages
(iii) sole power to dispose or to direct the disposition of: 267,100
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Hannelore Murmann disclaims beneficial ownership of these shares.
Moreover, Sven Murmann may be deemed to be the beneficial owner
of Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,563,500. Sven Murmann disclaims
beneficial ownership of 15,562,500 of these shares, 4,900,000 of which
are owned by Murmann KG, in which Sven Murmann is a limited partner,
10,362,500 of which are owned by Sauer GmbH, a wholly owned subsidiary
of Murmann GmbH, which is wholly owned by Murmann KG, and 300,000
of which are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
(b) Percent of Class: 56.8%
(c) Number of shares as to which Sven Murmann has:
(i) sole power to vote or to direct the vote: 1,000
(ii) shared power to vote or to direct the vote: 15,562,500. Sven
Murmann disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 1,000
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Sven Murmann disclaims beneficial ownership of these shares.
Moreover, Nicola Keim may be deemed to be the beneficial owner of
Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,563,500. Nicola Keim disclaims
beneficial ownership of 15,562,500 of these shares, 4,900,000 of which
are owned by Murmann KG, in which Nicola Keim is a limited partner,
10,362,500 of which are owned by Sauer GmbH, a wholly owned subsidiary
of Murmann GmbH, which is wholly owned by Murmann KG, and 300,000 of
which are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
(b) Percent of Class: 56.8%
(c) Number of shares as to which Nicola Keim has:
(i) sole power to vote or to direct the vote: 1,000
CUSIP NO. 804 137 107 SCHEDULE 13G Page 22 of 32 Pages
(ii) shared power to vote or to direct the vote: 15,562,500. Nicola
Keim disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 1,000
(iv) shared power to dispose or to direct the disposition of:
15,562,500. Nicola Keim disclaims beneficial ownership of these shares.
Moreover, Ulrike Murmann-Knuth may be deemed to be the beneficial
owner of Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,562,500. Ulrike Murmann-Knuth
disclaims beneficial ownership of these shares, 4,900,000 of which are
owned by Murmann KG, in which Ulrike Murmann-Knuth is a limited
partner, 10,362,500 of which are owned by Sauer GmbH, a wholly owned
subsidiary of Murmann GmbH, which is wholly owned by Murmann KG,
and 300,000 of which are owned by EMF, a wholly owned subsidiary of
Murmann GmbH.
(b) Percent of Class: 56.8%
(c) Number of shares as to which Ulrike Murmann-Knuth has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 15,562,500. Ulrike
Murmann-Knuth disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Ulrike Murmann-Knuth disclaims beneficial ownership of these shares.
Moreover, Jan Murmann may be deemed to be the beneficial owner of
Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,562,500. Jan Murmann disclaims
beneficial ownership of these shares, 4,900,000 of which are owned by
Murmann KG, in which Jan Murmann is a limited partner, 10,362,500
of which are owned by Sauer GmbH, a wholly owned subsidiary of
Murmann GmbH, which is wholly owned by Murmann KG, and 300,000
of which are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
(b) Percent of Class: 56.8%
CUSIP NO. 804 137 107 SCHEDULE 13G Page 23 of 32 Pages
(c) Number of shares as to which Jan Murmann has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 15,562,500.
Jan Murmann disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Jan Murmann disclaims beneficial ownership of these shares.
Moreover, Anja Murmann may be deemed to be the beneficial owner of
Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,562,500. Anja Murmann disclaims
beneficial ownership of these shares, 4,900,000 of which are owned by
Murmann KG, in which Anja Murmann is a limited partner, 10,362,500
of which are owned by Sauer GmbH, a wholly owned subsidiary of
Murmann GmbH, which is wholly owned by Murmann KG, and 300,000
of which are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
(b) Percent of Class: 56.8%
(c) Number of shares as to which Anja Murmann has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 15,562,500. Anja
Murmann disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Anja Murmann disclaims beneficial ownership of these shares.
Moreover, Christa Zoellner may be deemed to be the beneficial owner of
Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,562,500. Christa Zoellner disclaims
beneficial ownership of these shares, 4,900,000 of which are owned by
Murmann KG, in which Christa Zoellner is a limited partner, 10,362,500
of which are owned by Sauer GmbH, a wholly owned subsidiary of
Murmann GmbH, which is wholly owned by Murmann KG, and 300,000
of which are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 24 of 32 Pages
(b) Percent of Class: 56.8%
(c) Number of shares as to which Christa Zoellner has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 15,562,500.
Christa Zoellner disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Christa Zoellner disclaims beneficial ownership of these shares.
Moreover, Britta Zoellner may be deemed to be the beneficial owner of
Sauer Inc. Common Stock as follows:
(a) Amount Beneficially Owned: 15,562,500. Britta Zoellner disclaims
beneficial ownership of these shares, 4,900,000 of which are owned by
Murmann KG, in which Britta Zoellner is a limited partner, 10,362,500
of which are owned by Sauer GmbH, a wholly owned subsidiary of
Murmann GmbH, which is wholly owned by Murmann KG, and 300,000
of which are owned by EMF, a wholly owned subsidiary of Murmann GmbH.
(b) Percent of Class: 56.8%
(c) Number of shares as to which Britta Zoellner has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 15,562,500.
Britta Zoellner disclaims beneficial ownership of these shares.
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 15,562,500.
Britta Zoellner disclaims beneficial ownership of these shares.
Item 5 Ownership of Five Percent or Less of a Class:
Not Applicable.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 25 of 32 Pages
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:
See Exhibit A attached hereto.
Item 9 Notice of Dissolution of Group:
Not Applicable.
Item 10 Certification:
Not Applicable.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 26 of 32 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.
Date: February 10, 2000 ____Klaus H. Murmann____________
Klaus H. Murmann
Sauer GmbH
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, principal
Klaus Murmann & Co. KG
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, general
partner
K. Murmann
Verwaltungsgesellschaft
mit beschrankter Haftung
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, principal
EMF Europaische Marketing
und Finanzmanagement AG
Date: February 10, 2000 _____Hannelore Murmann___________
Hannelore Murmann
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
Sven Murmann
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
Nicola Keim
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
CUSIP NO. 804 137 107 SCHEDULE 13G Page 27 of 32 Pages
Ulrike Murmann-Knuth
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
Jan Murmann
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
Anja Murmann
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
Christa Zoellner
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
Britta Zoellner
Date: February 10, 2000 By___Klaus H. Murmann____________
Klaus H. Murmann, attorney-
in-fact
Powers of Attorney signed by the filers above for whom Klaus H. Murmann
has signed as attorney-in-fact are being filed herewith and are hereby
incorporated by reference into this Schedule 13G.
CUSIP NO. 804 137 107 SCHEDULE 13G Page 28 of 32 Pages
EXHIBIT INDEX
Exhibit Document Page No.
A Indemnification of Members of Group 29
B Joint Filing Agreement 31
CUSIP NO. 804 137 107 SCHEDULE 13G Page 29 of 32 Pages
EXHIBIT A
Klaus H. Murmann
Bismarckallee 24
D 24105 Kiel
Federal Republic of Germany
Sauer GmbH
Krokamp 35
24539 Neumunster
Federal Republic of Germany
Klaus Murmann & Co. KG
Krokamp 35
24539 Neumunster
Federal Republic of Germany
K. Murmann Verwaltungsgesellschaft mit beschrankter Haftung
Krokamp 35
24539 Neumunster
Federal Republic of Germany
EMF Europaische Marketing und Finanzmanagement AG
Krokamp 35
24539 Neumunster
Federal Republic of Germany
Hannelore Murmann
Bismarckallee 24
D 24105 Kiel
Federal Republic of Germany
Sven Murmann
Bottgerstr. 14
20148 Hamburg
Federal Republic of Germany
Nicola Keim
Dr. Max-Strasse 15
D 82031 Grunwald
Kr. Munchen
Federal Republic of Germany
Ulrike Murmann-Knuth
Hansastrasse 47
D-20144 Hamburg
Federal Republic of Germany
CUSIP NO. 804 137 107 SCHEDULE 13G Page 30 of 32 Pages
Jan Murmann
Liselotte-Herrmann-Str. 34
10407 Berlin
Federal Republic of Germany
Anja Murmann
532 East 5th Street, Apt. 2
New York, New York 10009
Christa Zoellner
Bismarckallee 24
D 24105 Kiel
Federal Republic of Germany
Britta Zoellner
Bismarckallee 24
D 24105 Kiel
Federal Republic of Germany
CUSIP NO. 804 137 107 SCHEDULE 13G Page 31 of 32 Pages
EXHIBIT B
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange
Act of 1934, as amended, the persons named below agree to the joint
filing on behalf of each of them of the Schedule 13G to which this
Exhibit is attached with respect to the Common Stock of Sauer Inc., a
Delaware corporation, and consent to this Joint Filing Agreement
being included as an Exhibit to such filing. In evidence thereof, the
undersigned hereby execute this Agreement this 10th day of February,
2000.
Date: February 10, 2000 ____Klaus H. Murmann______________
Klaus H. Murmann
Sauer GmbH
Date: February 10, 2000 By___Klaus H. Murmann______________
Klaus H. Murmann, principal
Klaus Murmann & Co. KG
Date: February 10, 2000 By___Klaus H. Murmann______________
Klaus H. Murmann, general
partner
K. Murmann
Verwaltungsgesellschaft
mit beschrankter Haftung
Date: February 10, 2000 By___Klaus H. Murmann______________
Klaus H. Murmann, principal
EMF Europaische Marketing
und Finanzmanagement AG
Date: February 10, 2000 _____Hannelore Murmann_____________
Hannelore Murmann
Date: February 10, 2000 By___Klaus H. Murmann______________
Klaus H. Murmann, attorney-
in-fact
CUSIP NO. 804 137 107 SCHEDULE 13G Page 32 of 32 Pages
Sven Murmann
Date: February 10, 2000 By___Klaus H. Murmann______________
Klaus H. Murmann, attorney-
in-fact
Nicola Keim
Date: February 10, 2000 By___Klaus H. Murmann______________
Klaus H. Murmann, attorney-
in-fact
Ulrike Murmann-Knuth
Date: February 10, 2000 By___Klaus H. Murmann_______________
Klaus H. Murmann, attorney-
in-fact
Jan Murmann
Date: February 10, 2000 By___Klaus H. Murmann_______________
Klaus H. Murmann, attorney-
in-fact
Anja Murmann
Date: February 10, 2000 By___Klaus H. Murmann_______________
Klaus H. Murmann, attorney-
in-fact
Christa Zoellner
Date: February 10, 2000 By___Klaus H. Murmann_______________
Klaus H. Murmann, attorney-
in-fact
Britta Zoellner
Date: February 10, 2000 By___Klaus H. Murmann_______________
Klaus H. Murmann, attorney-
in-fact
Powers of Attorney signed by the parties to this Joint Filing Agreement
for whom Klaus H. Murmann has signed as attorney-in-fact are being filed
herewith and are hereby incorporated by reference into this Agreement.
<PAGE>
CUSIP NO. 804-137-107 SCHEDULE 13G
POWER OF ATTORNEY
This Statement confirms that the undersigned, Sven Murmann, has
authorized and designated Klaus H. Murmann to execute and file on the
undersigned's behalf all Schedules 13G and 13D (including any
amendments thereto) and all Joint Filing Agreements associated therewith
that the undersigned may be required to file with the U.S. Securities and
Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Sauer Inc. The authority of Klaus H.
Murmann under this Statement shall continue until the undersigned is no
longer required to file Schedules 13G and 13D with regard to the
undersigned's ownership of or transactions in securities of Sauer Inc.,
unless earlier revoked in writing. The undersigned acknowledges that
Klaus H. Murmann is not assuming any of the undersigned's
responsibilities to comply with Section 13 of the Securities Exchange Act
of 1934.
Date: February 10, 1999 Sven Murmann
______________________________
Sven Murmann
<PAGE>
POWER OF ATTORNEY
This Statement confirms that the undersigned, Nicola Keim, has
authorized and designated Klaus H. Murmann to execute and file on the
undersigned's behalf all Schedules 13G and 13D (including any
amendments thereto) and all Joint Filing Agreements associated therewith
that the undersigned may be required to file with the U.S. Securities and
Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Sauer Inc. The authority of Klaus H.
Murmann under this Statement shall continue until the undersigned is no
longer required to file Schedules 13G and 13D with regard to the
undersigned's ownership of or transactions in securities of Sauer Inc.,
unless earlier revoked in writing. The undersigned acknowledges that
Klaus H. Murmann is not assuming any of the undersigned's
responsibilities to comply with Section 13 of the Securities Exchange Act
of 1934.
Date: February 10, 1999 Nicola Keim
______________________________
Nicola Keim
<PAGE>
POWER OF ATTORNEY
This Statement confirms that the undersigned, Ulrike Murmann-
Knuthe, has authorized and designated Klaus H. Murmann to execute and
file on the undersigned's behalf all Schedules 13G and 13D (including any
amendments thereto) and all Joint Filing Agreements associated therewith
that the undersigned may be required to file with the U.S. Securities and
Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Sauer Inc. The authority of Klaus H.
Murmann under this Statement shall continue until the undersigned is no
longer required to file Schedules 13G and 13D with regard to the
undersigned's ownership of or transactions in securities of Sauer Inc.,
unless earlier revoked in writing. The undersigned acknowledges that
Klaus H. Murmann is not assuming any of the undersigned's
responsibilities to comply with Section 13 of the Securities Exchange Act
of 1934.
Date: February 10, 1999 Ulrike Murmann-Knuthe
______________________________
Ulrike Murmann-Knuthe
<PAGE>
POWER OF ATTORNEY
This Statement confirms that the undersigned, Jan Murmann, has
authorized and designated Klaus H. Murmann to execute and file on the
undersigned's behalf all Schedules 13G and 13D (including any
amendments thereto) and all Joint Filing Agreements associated therewith
that the undersigned may be required to file with the U.S. Securities and
Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Sauer Inc. The authority of Klaus H.
Murmann under this Statement shall continue until the undersigned is no
longer required to file Schedules 13G and 13D with regard to the
undersigned's ownership of or transactions in securities of Sauer Inc.,
unless earlier revoked in writing. The undersigned acknowledges that
Klaus H. Murmann is not assuming any of the undersigned's
responsibilities to comply with Section 13 of the Securities Exchange Act
of 1934.
Date: February 10, 1999 Jan Murmann
______________________________
Jan Murmann
<PAGE>
POWER OF ATTORNEY
This Statement confirms that the undersigned, Anja Murmann, has
authorized and designated Klaus H. Murmann to execute and file on the
undersigned's behalf all Schedules 13G and 13D (including any
amendments thereto) and all Joint Filing Agreements associated therewith
that the undersigned may be required to file with the U.S. Securities and
Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Sauer Inc. The authority of Klaus H.
Murmann under this Statement shall continue until the undersigned is no
longer required to file Schedules 13G and 13D with regard to the
undersigned's ownership of or transactions in securities of Sauer Inc.,
unless earlier revoked in writing. The undersigned acknowledges that
Klaus H. Murmann is not assuming any of the undersigned's
responsibilities to comply with Section 13 of the Securities Exchange Act
of 1934.
Date: February 10, 2000 Anja Murmann
______________________________
Anja Murmann
<PAGE>
POWER OF ATTORNEY
This Statement confirms that the undersigned, Christa Zollner, has
authorized and designated Klaus H. Murmann to execute and file on the
undersigned's behalf all Schedules 13G and 13D (including any
amendments thereto) and all Joint Filing Agreements associated therewith
that the undersigned may be required to file with the U.S. Securities and
Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Sauer Inc. The authority of Klaus H.
Murmann under this Statement shall continue until the undersigned is no
longer required to file Schedules 13G and 13D with regard to the
undersigned's ownership of or transactions in securities of Sauer Inc.,
unless earlier revoked in writing. The undersigned acknowledges that
Klaus H. Murmann is not assuming any of the undersigned's
responsibilities to comply with Section 13 of the Securities Exchange Act
of 1934.
Date: February 10, 1999 Christa Zollner
______________________________
Christa Zollner
<PAGE>
POWER OF ATTORNEY
This Statement confirms that the undersigned, Britta Zollner, has
authorized and designated Klaus H. Murmann to execute and file on the
undersigned's behalf all Schedules 13G and 13D (including any
amendments thereto) and all Joint Filing Agreements associated therewith
that the undersigned may be required to file with the U.S. Securities and
Exchange Commission as a result of the undersigned's ownership of or
transactions in securities of Sauer Inc. The authority of Klaus H.
Murmann under this Statement shall continue until the undersigned is no
longer required to file Schedules 13G and 13D with regard to the
undersigned's ownership of or transactions in securities of Sauer Inc.,
unless earlier revoked in writing. The undersigned acknowledges that
Klaus H. Murmann is not assuming any of the undersigned's
responsibilities to comply with Section 13 of the Securities Exchange Act
of 1934.
Date: February 10, 1999 Britta Zollner
______________________________
Britta Zollner
