UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
RAILTEX, INC.
(Names 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 provision of the Act (however, see the
Notes).
Page 1 of 5 Pages
<PAGE>
CUSIP NO. 750766 1 07 Page 2 of 5 Pages
13G
1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BRUCE M. FLOHR
SSN ###-##-####
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
NOT APPLICABLE
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
- --------------------------------------------------------------------------------
5. SOLE VOTING POWER 595,852 (Includes 45,006 shares of
common stock reserved for issuance under stock options
which are exercisable within 60 days)
Number of
Shares -----------------------------------------------------------------
Beneficially 6. SHARED VOTING POWER NONE
Owned by -----------------------------------------------------------------
Each 7. SOLE DISPOSITVE POWER 591,852 (Mr.Flohr has sole voting
power as to 4,000 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 POSITIVE POWER NONE
Person
With
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 597,602
(Includes 1,750 shares given as gifts to Mr. Flohr's children. Mr. Flohr has
neither voting nor dispositive power for these shares.)
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.5%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON * IN
<PAGE>
SCHEDULE 13G
CUSIP NO. 750766 1 07 PAGE 3 OF 5 PAGES
--- ---
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
--- ---
ITEM 4. OWNERSHIP:
(a) AMOUNT BENEFICIALLY OWNED: 597,602 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: 6.5%
(c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR
TO DIRECT THE VOTE: 595,852 shares
(ii) SHARED POWER TO VOTE OR
TO DIRECT THE VOTE: NONE
(iii) SOLE POWER TO DISPOSE OR
TO DIRECT THE DISPOSITION
OF: 591,852 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 4,000 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
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 11, 1998
Date
/s/BRUCE M. FLOHR
BRUCE M. FLOHR
