SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Cabot Industrial Trust
----------------------
(Name of Issuer)
Common Stock
------------
(Title of Class of Securities)
127072106
---------
(CUSIP Number)
December 31, 1999
-----------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
*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 on 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>
CUSIP No. 127072106 SCHEDULE 13G Page 2 of 4 Pages
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
IBM RETIREMENT PLAN TRUST, 13-6353801
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
Not Applicable (b) |_|
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
- --------------------------------------------------------------------------------
5 SOLE VOTING POWER
10,007,044
--------------------------------------------------------------
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY Not Applicable
OWNED BY --------------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 10,007,044
WITH --------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
Not Applicable
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,007,044
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
Not Applicable
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
24.64%
- --------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
EP
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 3 of 4 Pages
Item 1(a): Name of Issuer:
Cabot Industrial Trust
Item 1(b): Address of Issuer's Principal Executive Offices:
Two Center Plaza
Suite 200
Boston, MA 02108
Item 2(a) Name of Person Filing
IBM Retirement Plan Trust
Item 2(b): Address of Principal Business Office:
3001 Summer Street
Stamford, CT 06905
Item 2(c): Citizenship:
Employee benefit plan trust organized under the laws of
the State of New York.
Item 2(d): Title of Class of Securities:
Common Stock
Item 2(e): CUSIP Number:
127072106
Item 3: (f) IBM Retirement Plan Trust is an employee benefit
plan or endowment fund in accordance with section
240.13d-1(b)(1)(ii)(F).
Item 4: Ownership:
(a) Amount beneficially owned: 10,007,044
(b) Percent of class: 24.64%.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
10,007,044
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the
disposition of: 10,007,044
(iv) Shared power to dispose or to direct the
disposition of: 0
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:
Not Applicable.
<PAGE>
Page 4 of 4 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 and are
held in the ordinary course of business and were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose 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.
Dated: February 11, 2000
IBM RETIREMENT PLAN TRUST
By: /s/ Richard DiMaria
-------------------------------------
Richard DiMaria
Vice President, The Chase Manhattan
Bank, as Directed Trustee for the IBM
Retirement Plan Trust
