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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 3
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
SCHWARZMAN STEPHEN A.
(Last) (First) (Middle)
c/o The Blackstone Group
345 Park Avenue
(Street)
New York New York 10154
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
9/8/98
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Issuer Name and Ticker or Trading Symbol
REPUBLIC ENGINEERED STEELS, INC. --REPS
5. Relationship of Reporting Person to Issuer (Check all applicable)
/ / Director /X/ 10% Owner
/ / Officer (give title below) /X/ Other (specify below)
Member of 13D Group*
6. If Amendment, Date of Original (Month/Day/Year)
7. Individual or Joint/Group Reporting (Check applicable line)
/X/ Form filed by One Reporting Person
/ / Form filed by More than One Reporting Person
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Table I -- Non-Derivative Securities Beneficially Owned
2. Amount 3. Ownership
of Secu- Form:
rities Direct 4. Nature of
Bene- (D) or Indirect
ficially Indirect Beneficial
1. Title of Security Owned (I) Ownership
(Instr. 4) (Instr. 4) (Instr. 5) (Instr. 5)
- -------------------------------- ------------- ------------- ----------------
<S> <C> <C> <C>
Common Stock, par value $.01 19,706,578 I See below***
</TABLE>
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
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<TABLE>
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Table II--Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
2. Date Exercisable
and Expiration Date 3. Title and Amount of Securities Underlying Derivative
(Month/Day/Year) Security (Instr. 4)
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Date Amount or
1. Title of Derivative Exercis- Expiration Title Number of
Security (Instr. 4) able Date Shares
- ---------------------------------------------- ---------- ---------- ---------------------------------------------- -----------
<S> <C> <C> <C> <C>
<CAPTION>
5. Ownership
Form of
Derivative
4. Conver- Security:
sion or Direct 6. Nature of
Exercise (D) or Indirect
Price of Indirect Beneficial
1. Title of Derivative Derivative (I) Ownership
Security (Instr. 4) Security (Instr. 5) (Instr. 5)
- ---------------------------------------------- ------------- ------------- --------------
<S> <C> <C> <C>
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Explanation of Responses:
* Reference is made to the Statement on Schedule 13D dated September 22,
1998, filed with the Securities and Exchange Commission by the Reporting
Person and the other signatories thereto.
** Intentional misstatements or omissions of facts constitute Federal
Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
*** The reported securities are directly held by RES Holding Corporation, an
entity which was formed by its stockholders, which include among others,
Blackstone Capital Partners II Merchant Banking Fund L.P., Blackstone
Offshore Capital Partners II L.P. and Blackstone Family Investment
Partnership II L.P. (collectively, the "Partnerships"), to acquire such
securities. As a result, the Partnerships and Blackstone Management
Associates II L.L.C. ("BMA II"), which is the sole general partner or sole
investment general partner of each of the Partnerships, may be deemed, for
purposes of Section 16 of the Securities and Exchange Act of 1934, as
amended (the "Act"), each to be the beneficial owner of certain of the
reported securities in which they have a direct or indirect pecuniary
interest and therefore may be deemed to be "ten percent beneficial owners"
for purposes of Section 16 of the Act. As one of the founding members of
BMA II, the Reporting Person may be deemed, for purposes of Section 16 of
the Act, to be the beneficial owner of the shares of the Common Stock
beneficially owned by BMA II by virtue of his status as a founding member
of BMA II and therefore may be deemed to be a "ten percent beneficial
owner" for purposes of Section 16 of the Act. The Reporting Person
disclaims beneficial ownership of these securities, and this Form shall not
be deemed an admission that the Reporting Person is the beneficial owner of
such securities for purposes of Section 16 or for any other purpose.
**** Reference is made to Exhibit 99.2 of the Statement on Schedule 13D dated
September 22, 1998, filed with the Securities and Exchange Commission by
the Reporting Person and the other signatories thereto.
/s/ David A. Stockman September 23, 1998
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**Signature of Reporting Person Date
attorney-in-fact****
