<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
(RULE 13D-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(A) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(A)
(AMENDMENT NO.__)(1)
SHAW INDUSTRIES, INC.
--------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
--------------------------------------------------------------------------------
(Title of Class of Securities)
820286 10 2
--------------------------------------------------------------------------------
(CUSIP Number)
JULIAN D. SAUL
SHAW INDUSTRIES, INC.
616 EAST WALNUT AVENUE
P.O. DRAWER 2128
DALTON, GEORGIA 30720
(706)278-3812
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
SEPTEMBER 6, 2000
--------------------------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the
following box.[X]
Note. Schedules filed regarding paper format shall include a signed
original and five copies of the schedule, including all exhibits. See Rule 13d-7
for other parties to whom copies are to be sent.
(Continued on the following pages)
(Page 1 of 6 Pages)
---------------
(1) 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 disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 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> 2
CUSIP NO. 82028610 2 SCHEDULE 13D PAGE 2 OF 6 PAGES
<TABLE>
<S> <C> <C> <C> <C>
----------------------------------------------------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Julian D. Saul
----------------------------------------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
----------------------------------------------------------------------------------------------------------------
3 SEC USE ONLY
----------------------------------------------------------------------------------------------------------------
4 SOURCE OF FUNDS
PF
----------------------------------------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO [ ]
ITEMS 2(d) OR 2(e)
----------------------------------------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
----------------------------------------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 117,594
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
----------------------------------------------------------------
8 SHARED VOTING POWER
11,549,713
----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
117,594
----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
11,549,713
----------------------------------------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,667,307
----------------------------------------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
----------------------------------------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNG IN ROW (11)
9.21%
----------------------------------------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
----------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 3
Item 1. Security and Issuer
The class of equity securities to which this statement on Schedule 13D
(this "Statement") relates is the shares of common stock, no par value (the
"Common Stock"), of Shaw Industries, Inc. (the "Issuer").
The principal executive offices of the Issuer are located at 616 East
Walnut Avenue, Dalton, Georgia 30720.
Item 2. Identity and Background
(a) This Statement is being filed by Julian D. Saul.
(b) Mr. Saul's business address is 616 East Walnut Avenue, Dalton,
Georgia 30720.
(c) Mr. Saul is President and a Member of the Board of Directors
of the Issuer. The Issuer manufactures, markets, and
distributes a broad range of soft floor covering products
primarily consisting of broadloom tufted carpet.
(d) Mr. Saul has not, during the last five years, been convicted
in a criminal proceeding (excluding traffic violations and
similar misdemeanors).
(e) Mr. Saul has not, during the last five years, been a party to
a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was
or is subject to a judgment, decree, or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any
violation with respect to such laws.
(f) Mr. Saul is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
Mr. Saul has previously reported on Schedule 13G his beneficial
ownership of the shares of Common Stock of the Issuer subject to this Statement.
Mr. Saul is filing this statement to report his expression of support in
principle for the proposed transaction described in Item 4 below.
Item 4. Purpose of Transaction
On September 6, 2000, the Issuer announced that Berkshire Hathaway,
Inc. ("Berkshire Hathaway") offered to purchase between 80.1% and 86% of the
outstanding shares of Common Stock of the Issuer at a price of $19.00 per share
in cash, subject to approval of the Issuer's Board of Directors (the
"Acquisition Proposal"). The Acquisition Proposal is not subject to any
financing contingencies.
The Acquisition Proposal is contingent upon Mr. Saul and Robert E.
Shaw, Chairman of the Board and Chief Executive Officer of the Issuer, together
with members of their immediate families, each retaining a minimum 5% ownership
interest in the Issuer. Pursuant to the Acquisition Proposal, other shares
purchased by Berkshire Hathaway would be owned by other members of management of
the Issuers and members of the Shaw and Saul families not included in the 5%
ownership requirement.
-3-
<PAGE> 4
Pursuant to the Acquisition Proposal, up to 10% of the shares held by
each of the Shaw and Saul family members would, at their option, be purchased by
Berkshire Hathaway each year beginning March 31, 2002, at a price equal to
$19.00 per share plus the increase in book value per share over the book value
per share as of December 31, 2000. Up to one-third of the shares held by other
members of management and the Shaw and Saul family members not included in the
5% ownership requirement would, at the option of those shareholders, be
purchased each year beginning March 31, 2002, at the same pricing formula.
At the September 6, 2000 meeting of the Board of Directors of the
Issuer, Mr. Saul expressed his support in principle for the proposed
transaction, subject to approval of the Board of Directors.
Other than as described above and actions taken within his authority as
President and a Member of the Board of Directors of the Issuer, Mr. Saul does
not have any present plans or proposals which relate to or would result in: (a)
the acquisition by any person of additional securities of the Issuer, or the
disposition of securities of the Issuer; (b) an extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount
of assets of the Issuer or any of its subsidiaries; (d) any change in the
present board of directors or management of the Issuer, including any plans or
proposals to change the number or term of directors or to fill any existing
vacancies on the board; (e) any material change in the present capitalization or
dividend policy of the Issuer; (f) any other material change in the Issuer's
business or corporate structure; (g) changes in the Issuer's charter, bylaws or
instruments corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person; (h) causing a class of
securities of the Issuer to be delisted from a national securities exchange or
to cease to be authorized to be quoted in an inter-dealer quotation system of a
registered national securities association; or (i) any action similar to any of
those enumerated above.
Item 5. Interest in Securities of Issuer
(a) Mr. Saul beneficially owns 11,667,307 shares of Common Stock
of the Issuer, which represents 9.21% of the issued and
outstanding shares of Common Stock of Issuer.
(b) Mr. Saul has sole voting and dispositive power with respect to
117,594 shares beneficially owned by him.
(c) Mr. Saul effected no transactions in the shares of Common
Stock of the Issuer during the last 60 days.
(d) Except as set forth in this Item 5, no other person is known
to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of
the shares of Common Stock of the Issuer beneficially owned by
Mr. Saul.
(e) Not applicable.
-4-
<PAGE> 5
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Except as set forth in Item 4 above, Mr. Saul does not have any
contracts, arrangements, understandings or relationships (legal or otherwise)
with any person with respect to any securities of the Issuer, including but not
limited to any contracts, arrangements, understandings or relationships
concerning the transfer or voting of such securities, finder's fees, joint
ventures, loan or option arrangements, puts or calls, guarantees of profits,
division of profits or losses, or the giving or withholding of proxies.
Item 7. Material to be filed as Exhibits
None.
-5-
<PAGE> 6
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: September 13, 2000
/s/ Julian D. Saul
---------------------------------
Julian D. Saul
-6-
