UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
RailTex, Inc.
(Name of issuer)
COMMON STOCK
(Title of class of securities)
750766 1 07
(CUSIP number)
Check the following box if a fee is being paid with this statement [ ].
(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.)
*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
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<PAGE>
CUSIP NO.001936-10-3 13G Page 1 of 5 Pages
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BRUCE M. FLOHR
SSN ###-##-####
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
NOT APPLICABLE (b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
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5 SOLE VOTING POWER 686,675 (Includes 80,999 shares of
common stock reserved for issuance under stock options
which are exercisable within 60 days)
Number of ------------------------------------------------------
Shares 6 SHARED VOTING POWER None
Beneficially
Owned by ------------------------------------------------------
Each 7 SOLE DISPOSITIVE POWER 601,875 (Mr. Flohr has sole
voting power as to 84,800 shares which are held in
trust for the benefit of certain family members and as
to which he has no dispositive power.
------------------------------------------------------
Reporting 8 SHARED DISPOSITIVE POWER None
Person
With
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 688,425
( Includes 1,750 shares given as gifts to Mr. Flohr's children. Mr.
Flohrhas neither voting nor dispositive power for these shares.)
- --------------------------------------------------------------------------------
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.5%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON* IN
<PAGE>
SCHEDULE 13G
CUSIP NO. 750766 1 07 PAGE 3 OF 5 PAGES
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ITEM 1.
(a) NAME OF ISSUER: RailTex, Inc.
(b) ADDRESS OF ISSUER'S
PRINCIPAL EXECUTIVE OFFICE: 4040 Broadway
Suite 200
San Antonio, TX 78209
ITEM 2.
(a) NAME OF PERSON FILING: BRUCE M. FLOHR
(b) NAME OF PRINCIPAL BUSINESS
OFFICE OR, IF NONE,
RESIDENCE: 4040 Broadway
Suite 200
San Antonio, TX 78209
(c) CITIZENSHIP: United States
(d) TITLE OF CLASS OF SECURITIES: Common Stock
(e) CUSIP NUMBER: 750766 1 07
ITEM 3. THE PERSON FILING THIS
SCHEDULE 13G: NOT APPLICABLE
<PAGE>
CUSIP NO. 750766 1 07 PAGE 4 OF 5 PAGES
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PAGES
ITEM 4. OWNERSHIP:
(a) AMOUNT BENEFICIALLY OWNED: 688,425 shares
(Includes 1,750 shares of
common stock given as gifts
to Mr. Flohr's children. Mr.
Flohr has neither voting nor
dispositive power for these
shares.)
(b) PERCENT OF CLASS: 7.5%
(c) NUMBER OF SHARES AS TO
WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR
TO DIRECT THE VOTE: 686,675 shares
(ii) SHARED POWER TO VOTE OR
TO DIRECT THE VOTE: None
(iii) SOLE POWER TO DISPOSE OR
TO DIRECT THE DISPOSITION
OF: 601,875 shares
(iv) SHARED POWER TO DISPOSE OR
TO DIRECT THE DISPOSITION
OF: None
ITEM 5. OWNERSHIP OF FIVE PERCENT OR
LESS OF A CLASS: NOT APPLICABLE
ITEM 6. OWNERSHIP OF MORE THAN FIVE
PERCENT ON BEHALF OF ANOTHER
PERSON:
Mr. Flohr has sole voting power
as to 84,800 shares which are
held in trust for the benefit
of certain family members and
as to which he has no
dispositive power.
<PAGE>
CUSIP NO. 750766 1 07 PAGE 5 OF 5 PAGES
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PAGES
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:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and to not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
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 13, 1997
Date
/s/BRUCE M. FLOHR
Bruce M. Flohr
