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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Agri-Nutrition Group Limited
------------------------------
(Name of Issuer)
Common Stock
-----------------------------------------------
(Title of Class of Securities)
00849K-10-0
(CUSIP Number)
December 31, 1998
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|_| 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
disclosures provided in the prior cover page.
The information required in 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).
SEC 1745 (3-98) Page 1 of 5
<PAGE>
CUSIP No. 00849-K10-0 13G
1. NAME OF REPORTING PERSONS
Bruce G. Baker and Linda L. Baker
2. CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OR ORGANIZATION
U.S.A.
5. SOLE VOTING POWER
618,291
NUMBER OF SHARES 6. SHARED VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH:
7. SOLE DISPOSITIVE POWER
618,291
8. SHARED DISPOSITIVE POWER
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Bruce G. Baker -- 308,791 shares
Linda L. Baker -- 209,500 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
12. TYPE OF REPORTING PERSON*
Individual
* SEE INSTRUCTIONS BEFORE FILLING OUT
Page 2 of 5
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G Attachment
(Amendment No. 3)
Agri-Nutrition Group Limited
(Name of Issuer)
Bruce G. Baker and Linda L. Baker
(Name of Reporting Person)
Item 1.
(a) Name of Issuer: Agri-Nutrition Group Limited
(b) Address of Issuer's Principal Executive Offices:
Riverport Executive Center II
13801 Riverport Drive, Suite 111
Maryland Heights, Missouri 63043
Item 2.
(a) Name of Person Filing: Bruce G. Baker and Linda L. Baker, jointly
(b) Address of Principal Business Office or, if none, Residence:
Agri-Nutrition Group Limited
Riverport Executive Center II
13801 Riverport Drive, Suite 111
Maryland Heights, Missouri 63043
(c) Citizenship: U.S.A.
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 00849K-10-0
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b), or
240.13d-1(b) or (c), check whether the person filing is a:
(a) |_| Broker or dealer registered under section 15 of the Act (15 U.S.C.
78o)
(b) |_| Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)
(c) |_| Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c)
(d) |_|Investment company registered under section 8 of the Investment Company
Act or 1940 (15 U.S.C. 80a-8)
(e) |_| An investment advisor in accordance with ss.240.13d-1(b)(1)(ii)(E)
(f) |_| An employee benefit plan or endowment fund in accordance with
ss.240.13d-1(b)(1)(ii)(F)
(g) |_| A parent holding company or control person, in accordance with
ss.240.13d-1(b)(1)(ii)(G)
(h) |_| A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813)
(i) |_| A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3)
(j)|_| Group, in accordance with ss.240.13d-1(b)(1)(ii)(J)
Page 3 of 5
<PAGE>
Item 4. Ownership
(a) Amount beneficially owned: 618,291
Includes options to purchase 100,000 shares, 73,594 shares held by
Mercantile Bank as custodian for a roll-over individual retirement account f/b/o
Bruce G. Baker, 235,197 shares held individually by Mr. Baker as trustee of a
trust for his benefit, and 209,500 shares held individually by his spouse.
Excludes 37,200 shares held by an independent trustee for the benefit of three
adult children and 12,000 shares held by such children.
(b) Percent of class: 6.6%
(c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote: 618,291
(ii) shared power to vote or to direct the vote None
(iii) sole power to dispose or to direct the disposition of 618,291
(iv) shared power to dispose or to direct the disposition of None
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following |_| .
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
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, such
securities.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
N/A
Item 8. Identification and Classification of Members of the Group
N/A
Item 9. Notice of Dissolution of Group
N/A
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 such purpose or effect.
Page 4 of 5
<PAGE>
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.
February 9, 1999
Date
/s/ BRUCE G. BAKER
Bruce G. Baker
February 9, 1999
Date
/s/ LINDA L. BAKER
Linda L. Baker
Page 5 of 5
Exhibit 99.1
Rule 13d-1(k)(i) Agreement for Joint Filing
The undersigned persons agree and consent to the joint filing on their
behalf of this Schedule 13G in connection with their beneficial ownership of the
common stock of Agri-Nutrition Group Limited.
/s/ BRUCE G. BAKER
Bruce G. Baker
February 9, 1999
Date
/s/ LINDA L. BAKER
Linda L. Baker
February 9, 1999
Date
