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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM 3 Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of
1940
1. Name and Address of Reporting Person*
KKR Associates (See Annex A)
(Last) (First) (Middle)
9 West 57th Street
(Street)
New York, NY 10019
(City) (State) (Zip)
2. Date of Event Requiring Statement
(Month/Day/Year)
12/18/98
3. IRS or Social Security Number of Reporting Person
(Voluntary)
4. Issuer Name and Ticker or Trading Symbol
Spurlock Industries, Inc. Symbol: OTC BB:SKII
5. Relationship of Reporting Person to Issuer
(Check all applicable)
Director X 10% Owner
----- -----
Officer (give title above) Other (specify below)
----- -----
6. If Amendment, Date of Original
(Month/Day/Year)
7. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
-----
X Form filed by More than One Reporting Person
-----
Page 1 of 3
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FORM 3 (continued)
Table I -- Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)
Common Stock, no par value per share
2. Amount of Securities Beneficially Owned (Instr. 4)
0
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)
I
4. Nature of Indirect Beneficial Ownership (Instr. 5)
See Annex B
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
* If the form is filed by more than one reporting person, see
Instruction 5(b)(v).
(Print or Type Responses)
Table II -- Derivative Securities Beneficially Owned (e.g., puts, calls,
warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
Date Exercisable Expiration Date
3. Title and Amount of Securities Underlying Derivative
Security (Instr. 4)
Title Amount or Number of Shares
4. Conversion or Exercise Price of Derivative Security
5. Ownership Form of Derivative Security: Direct (D) or
Indirect (I) (Instr. 5)
6. Nature of Indirect Beneficial Ownership (Instr. 5)
Page 2 of 3
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FORM 3 (continued)
Explanation of Responses: See Annexes A and B
** Intentional misstatements or omissions of facts constitute Federal
Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, See Instruction 6 for procedure.
Potential persons who are to respond to the collection of information con-
tained in this form are not required to respond unless the form displays a
currently valid OMB Number.
/s/Scott Stuart 12-28-98
------------------------------- ---------------
KKR Associates Date
by: Scott Stuart
/s/Scott Stuart 12-28-98
------------------------------- ---------------
Whitehall Associates, L.P. Date
by: KKR Associates, its general partner
by: Scott Stuart
Page 3 of 3
Annex A
Whitehall Associates, L.P. jointly files this Form 3 with KKR
Associates. The address of Whitehall Associates, L.P. is 9 West 57th Street,
New York, New York 10019.
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Annex B
Beneficial Ownership is based solely on the provisions of a Voting
Agreement, dated as of December 18, 1998 (the "Voting Agreement"), among
Borden Chemical, Inc., a Delaware corporation, SII Acquisition Company, a
Virginia corporation, and Phillip S. Sumpter and Katherine G. Sumpter, Irvine
R. Spurlock and Harold N. Spurlock, Sr., Spurlock Family Corporation,
Spurlock Family Limited Partnership, Trustees u/a with Harold N. Spurlock,
Sr. and Trustees u/a with Irvine R. Spurlock (the "Stockholders"), pursuant
to which among other things, the Stockholders have agreed to vote 3,695,800
shares of common stock of Spurlock Industries, Inc. in favor of the Merger
(as defined in the Agreement and Plan of Merger, dated as of December 18,
1998 (the "Merger Agreement"), among Borden Chemical, Inc., SII Acquisition
Company, and Spurlock Industries, Inc.) and of certain related agreements and
actions and against certain other enumerated related actions or agreements.
Subject to the terms and conditions of the Voting Agreement, the Stockholders
have also agreed, among other things, to restrictions on transfer of their
common stock of Spurlock Industries, Inc., to waive any rights of appraisal
available in the Merger and to take or refrain from taking certain other
actions. A description of the Voting Agreement is contained in the Schedule
13D by the Reporting Person filed with the Securities and Exchange Commission
on December 28, 1998, which is incorporated herein by reference.
