DT INDUSTRIES INC
SC 13D, 2000-06-19
SPECIAL INDUSTRY MACHINERY, NEC
Previous: CAMERON ASHLEY BUILDING PRODUCTS INC, 15-12B, 2000-06-19
Next: BUFFALO BALANCED FUND INC, 24F-2NT, 2000-06-19



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934

                               DT Industries, Inc.
--------------------------------------------------------------------------------
                                (Name of Issuer)

                     Common Stock, Par Value $.01 Per Share
--------------------------------------------------------------------------------
                         (Title and Class of Securities)

                                   23333 J108
--------------------------------------------------------------------------------
                                 (CUSIP Number)

                                   Larry Weis
                                 P.O. Box 1600
                               Lebanan, MO 65536
                                 (417) 533-3007
--------------------------------------------------------------------------------
            (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)

                                  June 8, 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  that is the subject of this  Schedule  13D, and is filing this
schedule because of ss.ss.240.13d-1(e),  240.13d-1(f) or 240.13d-1(g), check the
following box [X].

Note:  Schedules  filed in paper format shall include a signed original and five
copies of the  schedule,  including all  exhibits.  See ss.  240.13d-7 for other
parties to whom copies are to be sent.

* 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 for 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).

                        (Continued on following page(s))
<PAGE>
                                  SCHEDULE 13D
CUSIP No.     23333 J108                                      Page 2 of 9 Pages
              ----------                                          ---  ---
--------------------------------------------------------------------------------
1          NAME OF REPORTING PERSON
           S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)

           Robert W. Plaster

2          CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

                                                                     (a) [ ]
                                                                     (b) [X]
3          SEC USE ONLY


4          SOURCE OF FUNDS (See instructions)

           PF

5          CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS OR ACTIONS IS REQUIRED
           PURSUANT TO ITEMS 2(d) OR 2(e) [ ]

6          CITIZENSHIP OR PLACE OF ORGANIZATION

           United States

                             7          SOLE VOTING POWER
               NUMBER OF
                SHARES                  1,105,300
             BENEFICIALLY
              OWNED BY       8          SHARED VOTING POWER
                EACH
             REPORTING                  0
               PERSON
                WITH         9          SOLE DISPOSITIVE POWER

                                        1,105,300

                            10          SHARED DISPOSITIVE POWER

                                        0

11         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
           1,105,300

12         CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
           (See Instructions)[ ]

13         PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
           10.9%

14         TYPE OF REPORTING PERSON (See instructions)

           IN
--------------------------------------------------------------------------------
(1)  See discussion below.

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
                                  SCHEDULE 13D
CUSIP No.     23333 J108                                      Page 3 of 9 Pages
              ----------                                          ---  ---
--------------------------------------------------------------------------------
1          NAME OF REPORTING PERSON
           S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)

           Stephen R. Plaster

2          CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

                                                                     (a) [ ]
                                                                     (b) [X]
3          SEC USE ONLY


4          SOURCE OF FUNDS (See instructions)

           PF

5          CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS OR ACTIONS IS REQUIRED
           PURSUANT TO ITEMS 2(d) OR 2(e) [ ]

6          CITIZENSHIP OR PLACE OF ORGANIZATION

           United States

                             7          SOLE VOTING POWER
               NUMBER OF
                SHARES                  18,000
             BENEFICIALLY
              OWNED BY       8          SHARED VOTING POWER
                EACH
             REPORTING                  0
               PERSON
                WITH         9          SOLE DISPOSITIVE POWER

                                        18,000

                            10          SHARED DISPOSITIVE POWER

                                        0

11         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
           18,000

12         CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
           (See Instructions)[ ]

13         PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
           Less than 1%

14         TYPE OF REPORTING PERSON (See instructions)

           IN
--------------------------------------------------------------------------------
(1)  See discussion below.

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>

CUSIP No.     23333 J108                                      Page 4 of 9 Pages
              ---------                                           ---  ---
--------------------------------------------------------------------------------
1          NAME OF REPORTING PERSON
           S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)

           Larry Weis

2          CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

                                                                     (a) [ ]
                                                                     (b) [X]
3          SEC USE ONLY


4          SOURCE OF FUNDS (See instructions)

           PF

5          CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS OR ACTIONS IS REQUIRED
           PURSUANT TO ITEMS 2(d) OR 2(e) [ ]

6          CITIZENSHIP OR PLACE OF ORGANIZATION

           United States

                             7          SOLE VOTING POWER
               NUMBER OF
                SHARES                  1,290
             BENEFICIALLY
              OWNED BY       8          SHARED VOTING POWER
                EACH
             REPORTING                  0
               PERSON
                WITH         9          SOLE DISPOSITIVE POWER

                                        1,290

                            10          SHARED DISPOSITIVE POWER

                                        0

11         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
           1,290

12         CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
           (See Instructions)[ ]

13         PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
           Less than 1%

14         TYPE OF REPORTING PERSON (See instructions)

           IN
--------------------------------------------------------------------------------
(1)  See discussion below.

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
CUSIP No.     23333 J108                                      Page 5 of 9 Pages
              ----------                                          ---  ---
--------------------------------------------------------------------------------
Item 1.  Security and Issuer:

         This  Schedule 13D relates to shares of Common  Stock,  $0.01 par value
(the  "Common  Stock")  of DT  Industries,  Inc.,  a Delaware  corporation (the
"Issuer").  The principal  executive office and mailing address of the Issuer is
1949 East Sunshine, Suite 2-300, Springfield, Missouri 65804.

Item 2.  Identity and Background:

         This statement is being filed by Robert W. Plaster, Stephen R. Plaster
and Larry Weis (collectively,  the "Reporting  Persons").  The Reporting Persons
may  constitute a "group"  within the meaning of Rule 13d-5 under the Securities
Exchange Act of 1934, as amended (the "Act"),  with respect to their  beneficial
ownership of shares of Common Stock.  However,  each of the Reporting Persons is
of the view that the Reporting  Persons are not acting as a "group" for purposes
of  Section  13(d)  under the Act and that they are not  otherwise  required  to
attribute to each other the "beneficial  ownership" of securities  "beneficially
owned" by the other Reporting Persons within the meaning of Rule 13d-3 under the
Act,  and  each  of the  Reporting  Persons  disclaims  control  and  beneficial
ownership of any Common Stock owned by the other Reporting Persons.

         Robert W. Plaster's principal  occupation is an executive of Evergreen
Investments LLC.  His business address is PO Box 1600, Lebanon,  Missouri 65536,
(417) 533-3007.  Robert W. Plaster is a citizen of the United States of America.

         Stephen R.  Plaster's  principal  occupation is  an executive of
Evergreen  Investments  LLC.  His  business  address  is PO Box  1600,  Lebanon,
Missouri 65536, (417) 533-3007. Stephen R. Plaster is a citizen of the United
States of America.

         Larry Weis's principal occupation is an executive of Evergreen
Investments LLC. His business address is PO Box 1600,  Lebanon, Missouri 65536,
(417) 533-3007.  Larry Weis is a citizen of the United States of America.

         During the past five years,  none of the Reporting Persons has been (i)
convicted in a criminal  proceeding  (excluding  traffic  violations  or similar
misdemeanors)  or  (ii)  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.


<PAGE>
CUSIP No.     23333 J108                                      Page 6 of 9 Pages
              ----------                                          ---  ---
--------------------------------------------------------------------------------

Item 3.  Source and Amount of Funds or Consideration.

         The Reporting Persons each purchased their Common Stock with personal
funds.

Item 4.  Purpose of the Transaction.

         The purpose of the  acquisition of the Common Stock is for  investment,
and the  acquisitions  of the Common Stock were made in the  ordinary  course of
business and were not made for the purpose of acquiring control of the Issuer.

         Consistent with their investment  purposes,  the Reporting  Persons may
engage in  communications  with one or more  stockholders of the Issuer,  one or
more officers of the Issuer and/or one or more members of the board of directors
of the Issuer  and/or one or more  representatives  of the Issuer  regarding the
Issuer,  including but not limited to its operations.  The Reporting Persons may
discuss  ideas  that,  if  effected  may  result  in any of the  following:  the
acquisition   by  persons  of  additional   Common  Stock  of  the  Issuer,   an
extraordinary  corporate transaction involving the Issuer, and/or changes in the
board of directors or management of the Issuer.  The Reporting  Persons may seek
to have one or more persons designated by them elected to the Board of Directors
of the Issuer.

         On June 8, 2000, Mr. Weis submitted a shareholder proposal to the
Issuer  proposing that the  shareholders  request that the Board of Directors of
the Issuer  terminate the Issuer's Rights Agreement and redeem the rights unless
the Rights  Agreement is approved by the  affirmative  vote of a majority of the
stockholders  at a meeting  called for that purpose.  The Reporting  Persons may
submit additional  proposals relating to corporate  governance issues (including
proposals to change the terms of directors) in the future.

         Except to the extent the  foregoing  may be deemed a plan or  proposal,
none of the  Reporting  Persons has any plans or  proposals  which relate to, or
could result in, any of the matters  referred to in paragraphs  (a) through (j),
inclusive, of the instructions to Item 4 of Schedule 13D.

<PAGE>
CUSIP No.     23333 J108                                      Page 7 of 9 Pages
              ----------                                          ---  ---
--------------------------------------------------------------------------------

Item 5.  Interest in Securities of the Issuer

         Robert W.  Plaster  currently  beneficially  owns  1,105,300  shares of
Common Stock through his interest in RWP  Consolidated,  LP, a Delaware  limited
partnership.  The Robert W. Plaster  Trust, a trust formed under the laws of the
State of Florida,  is the 99% limited  partner and Evergreen  National  Corp., a
Florida corporation, is the 1% general partner of RWP Consolidated,  LP. Robert
W.  Plaster  is the sole  trustee of the  Robert W.  Plaster  Trust and the sole
stockholder  of Evergreen  National  Corp.  The shares held by Robert W. Plaster
represent 10.9% of the outstanding Common Stock

         Stephen R. Plaster  currently  beneficially owns 18,000 shares of
Common Stock through the Stephen R. Plaster Trust, a trust formed under the laws
of the State of Missouri.  The shares held by Stephen R. Plaster represent less
than 1% of the outstanding Common Stock.

         Larry  Weis  currently  beneficially  owns  1,290  shares of Common
Stock.  The shares held by Larry Weis represent less than 1% of the  outstanding
Common Stock.

         The  percentage  calculations  set  forth  in this  item  are  based on
10,107,274 shares of Common Stock outstanding as of April 28, 2000.

Item 6.  Contract, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.

         N/A

Item 7.  Materials to be Filed as Exhibits.

         Exhibit 1:  Agreement Regarding Joint Filing of Schedule 13D.

<PAGE>
CUSIP No.     23333 J108                                      Page 8 of 9 Pages
              ----------                                          ---  ---
--------------------------------------------------------------------------------


                                    SIGNATURE

         After reasonable  inquiry and to the best of my knowledge and belief, I
hereby certify  that the  information  set  forth in this statement  is true,
complete and correct.



                                                   /s/ Robert W. Plaster
                                                   ______________________
                                                   Robert W. Plaster


                                                   /s/ Stephen R. Plaster
                                                   ______________________
                                                   Stephen R. Plaster


                                                   /s/ Larry Weis
                                                  _______________________
                                                   Larry Weis



                                          Date:  June 19, 2000






<PAGE>
CUSIP No.     23333 J108                                      Page 9 of 9 Pages
              ----------                                          ---  ---
--------------------------------------------------------------------------------

EXHIBIT 1


                                    EXHIBIT 1

                AGREEMENT REGARDING JOINT FILING OF SCHEDULE 13D

     The undersigned agree that the Statement on Schedule 13D to which this
Agreement  is attached  is filed on behalf of each one of them  pursuant to Rule
13d-1(k)(1)(iii).  This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original and all of which shall  together
constitute one instrument.

Dated:  June 19, 2000


                                                   /s/ Robert W. Plaster
                                                   ______________________
                                                   Robert W. Plaster


                                                   /s/ Stephen R. Plaster
                                                   ______________________
                                                   Stephen R. Plaster


                                                   /s/ Larry Weis
                                                  _______________________
                                                   Larry Weis











© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission