DAW TECHNOLOGIES INC /UT
SC 13G, 1998-01-29
GENERAL BLDG CONTRACTORS - NONRESIDENTIAL BLDGS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 5 )*




                             Daw Technologies, Inc.
- --------------------------------------------------------------------------------

                                (Name of Issuer)


                          Common Stock, $.01 Par Value
- --------------------------------------------------------------------------------

                         (Title of Class of Securities)


                                    23922010
                   -------------------------------------------

                                 (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 8 Pages

<PAGE>




  CUSIP No.  23922010                               Page   2   of   8   Pages

                                       13G

- --------------------------------------------------------------------------------
 1         NAME OF REPORTING PERSON
           S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

               Ronald W. Daw
- --------------------------------------------------------------------------------
 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

                                            789,500
       NUMBER OF            ----------------------------------------------------
         SHARES                6         SHARED VOTING POWER
      BENEFICIALLY
        OWNED BY                            1,227,199
           EACH             ----------------------------------------------------
       REPORTING               7         SOLE DISPOSITIVE POWER
         PERSON   
           WITH                             789,500
                            ----------------------------------------------------
                               8         SHARED DISPOSITIVE POWER

                                            1,227,199
- --------------------------------------------------------------------------------
 9         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

               2,016,699
- --------------------------------------------------------------------------------
10         CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*


- --------------------------------------------------------------------------------
11         PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

               16.1%
- --------------------------------------------------------------------------------
12         TYPE OF REPORTING PERSON*

               IN
- --------------------------------------------------------------------------------

                      *SEE INSTRUCTION BEFORE FILLING OUT!



<PAGE>
  CUSIP No.  23922010                               Page   3   of   8   Pages

                                       13G


- --------------------------------------------------------------------------------
 1         NAME OF REPORTING PERSON
           S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

               Tracey B. Daw
- --------------------------------------------------------------------------------
 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

                                            700
       NUMBER OF            ----------------------------------------------------
         SHARES                6         SHARED VOTING POWER
      BENEFICIALLY
        OWNED BY                            2,015,999
           EACH             ----------------------------------------------------
       REPORTING               7         SOLE DISPOSITIVE POWER
         PERSON   
           WITH                             700
                            ----------------------------------------------------
                               8         SHARED DISPOSITIVE POWER

                                            2,015,999
- --------------------------------------------------------------------------------
 9         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

               2,016,699
- --------------------------------------------------------------------------------
10         CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*


- --------------------------------------------------------------------------------
11         PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

               16.1%
- --------------------------------------------------------------------------------
12         TYPE OF REPORTING PERSON*

               IN
- --------------------------------------------------------------------------------

                      *SEE INSTRUCTION BEFORE FILLING OUT!



<PAGE>


  CUSIP No.  23922010                               Page   4   of   8   Pages

                                       13G


This  Amendment  No. 5 to the  Schedule  13G of Ronald W. Daw and  Tracey B. Daw
amends and supplements, and should be read in conjunction with, the Schedule 13G
and  Amendments  1 and 2  thereto,  all of which  were  filed  on May 31,  1996,
Amendment  No. 3 thereto,  which was filed on June 3, 1996 and  Amendment  No. 4
thereto, which was filed on February 12, 1997.


Item 1.

         (a)      Name of Issuer:  Daw Technologies, Inc.

         (b)      Address of Issuer's Principal Executive Offices:   2700  South
                  900 West, Salt Lake City, Utah 84119


Item 2.

         (a)      Name of Persons Filing:  Ronald W. Daw  and Tracey B. Daw (the
                  "Reporting Persons")

         (b)      Address of  Principal  Business Office of Ronald W. Daw:  2700
                  South 900 West, Salt Lake City, Utah  84119

                  Address of Residence of Tracey B. Daw:  488  Edindrew  Circle,
                  Murray, Utah 84107

         (c)      Citizenship:  United States

         (d)      Title of Class of Securities:  Common  Stock,  $.01  Par Value
                  (the "Common Stock")

         (e)      CUSIP Number:  23922010


Item 3.

                  This  statement  is not filed  pursuant  to Rule  13d-1(b)  or
                  13d-2(b).


Item 4.  Ownership

         (a)      Amount Beneficially owned by Ronald W. Daw as of 12/31/97:  
                  2,016,699 shares
                  Amount Beneficially owned by Tracey B. Daw as of 12/31/97: 
                  2,016,699 shares

         (b)      Percent of Class owned by Ronald W. Daw as of 12/31/97:  16.1%
                  Percent of Class owned by Tracey B. Daw as of 12/31/97:  16.1%

         (c) Number of shares as to which the Reporting Persons have:

                  (i)      sole  power  to vote or to  direct  the  vote:  As of
                           December  31,  1997,  Ronald W. Daw had sole power to
                           vote or  direct  the vote of  789,500  shares,  which
                           included  455,200  shares  held  by  Ronald  W.  Daw,
                           219,300 shares owned by the Ronald



<PAGE>

  CUSIP No.  23922010                               Page   5   of   8   Pages

                                       13G



                           Daw Family  Limited  Partnership  and 115,000  shares
                           underlying options that were presently exercisable.

                           Tracey  B.  Daw had sole  power  to vote 700  shares,
                           which  included  100 shares held by her  individually
                           and  600  shares  held  by  her  as  trustee  of  the
                           Reporting Persons' children's trusts.

                  (ii)     shared  power  to  vote or to direct the vote:  As of
                           December 31, 1997,  the  Reporting Persons shared the
                           power  to  vote  or  to  direct the vote of 1,226,499
                           shares  held  jointly  by  the Reporting Persons.  In
                           addition, Tracey B. Daw may  be  deemed  to share the
                           power  to  vote  or  direct  the  vote of the 789,500
                           shares  held  by  Ronald  W.  Daw  and the Ronald Daw
                           Family Limited Partnership,  and Ronald W. Daw may be
                           deemed to share the power to vote  or direct the vote
                           of the 700 shares held by Tracey B. Daw, individually
                           and as trustee of the  Reporting  Persons' children's
                           trusts.

                  (iii)    sole power to  dispose  or to direct the  disposition
                           of: As of December 31,  1997,  Ronald W. Daw had sole
                           power to dispose or direct the disposition of 789,500
                           shares,  which included 455,200 shares held by Ronald
                           W. Daw, 219,300 shares owned by the Ronald Daw Family
                           Limited  Partnership  and 115,000  shares  underlying
                           presently exercisable options.

                           Tracey B. Daw had sole power to dispose or direct the
                           disposition of 700 shares,  which included 100 shares
                           held by her  individually  and 600 shares held by her
                           as  trustee  of  the  Reporting  Persons'  children's
                           trusts.

                  (iv)     shared power  to dispose or to direct the disposition
                           of:  As of December 31,  1997,  the Reporting Persons
                           shared   the  power  to  dispose  or  to  direct  the
                           disposition of 1,226,499 shares held jointly by them.
                           In addition, Tracey B. Daw may be deemed to share the
                           power to dispose or direct  the  disposition  of  the
                           789,500 shares held by  Ronald W. Daw  and the Ronald
                           Daw Family Limited Partnership, and Ronald W. Daw may
                           be deemed to share the power to dispose or direct the
                           disposition of the 700 shares held by  Tracey B. Daw,
                           individually and as trustee of the Reporting Persons'
                           children's trusts.

                  The filing of this  Schedule  13G shall not be construed as an
                  admission that the Reporting Persons,  for purposes of Section
                  13(d) and 13(g) of the  Securities  Exchange Act of 1934,  are
                  the beneficial owners of all of the securities covered by this
                  Schedule 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  Persons have ceased to be beneficial
         owners 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.



<PAGE>

  CUSIP No.  23922010                               Page   6   of   8   Pages

                                       13G



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.  23922010                               Page   7   of   8   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:  January ____, 1998                    DATED:  January ____, 1998



By /s/ RONALD W. DAW                           By /s/ TRACEY B. DAW
   -------------------------------                ------------------------------
    Ronald W. Daw                                 Tracey B. Daw








<PAGE>

  CUSIP No.  23922010                               Page   8   of   8   Pages

                                       13G


                                    EXHIBIT A



                                    AGREEMENT

         The  undersigned  agree that this  Amendment  No. 5 to Schedule  13G of
Ronald W. Daw and  Tracey  B. Daw  relating  to  shares  of Common  Stock of Daw
Technologies, Inc. shall be filed on behalf of each of the undersigned.



By /s/ RONALD W. DAW                          By /s/ TRACEY B. DAW
   -------------------------------               -------------------------------
    Ronald W. Daw                                 Tracey B. Daw





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