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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*
SPRINGS INDUSTRIES, INC.
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(Name of Issuer)
$.25 Par Value Common Stock Class B
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(Title of Class of Securities)
851783-10-0
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(CUSIP Number)
Check the following box if a fee is being paid with this statement / /.
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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 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).
(Continued on following page(s))
Page 1 of 8 Pages
AMENDMENT MATERIAL TO THE ORIGINAL FILINGS
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CUSIP NO. 851783-10-0 SCHEDULE 13G PAGE 2 OF 8 PAGES
--------------------- ----- -----
(1) NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Crandall Close Bowles
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
(B) [ X ]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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(5) SOLE VOTING POWER
16,180 -- Class A
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(6) SHARED VOTING POWER
NUMBER OF 2,655,610 -- Class B**
SHARES 2,100 -- Class A
BENEFICIALLY
OWNED BY --------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 16,180 -- Class A
135,600 -- Class B
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(8) SHARED DISPOSITIVE POWER
2,655,610 -- Class B
2,100 -- Class A
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,791,210 -- Class B*
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(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES* [ X ]
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
39% -- Class B
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(12) TYPE OF REPORTING PERSON*
IN
* Does not include Class A shares
** While filer reported the shared voting power of certain shares held in
family trusts in which she served as a co-trustee, filer was subject to a
Co-Trustee Non-Participation Agreement in which she agreed not to take any
action as a trustee or participate in any decision or action until the
earlier of (i) the date upon which her husband, Erskine B. Bowles, no longer
served as Chief of Staff of the President of the United States or any other
government office or position which in the opinion of the office of
Government Ethics (OGE) required the Agreement to be in effect, or (ii) the
date of the OGE's written consent or opinion that the Agreement may terminate
without violating the Government Ethics Requirements.
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
December 31, 1998
PAGE 2 OF 8 PAGES
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Introductory Comments
The following report is with respect to Class B stock, except as noted.
Filer owns individually 16,180 shares of Class A stock. Filer also beneficially
owns 2,100 shares of Class A stock in her role as one of fourteen (14) directors
of Springs Foundation, Inc. and Close Foundation, Inc., private foundations.
These shares are held in an investment fund managed by an investment company
retained by the Foundation. Class B stock carries voting privileges equal to
four times those to Class A. Class A stock may not convert to Class B but Class
B stock may convert to Class A at any time. See 13G for year ending December 31,
1989 for information on rights of Class A versus Class B stock.
At December 31, 1998, the Company reported that the outstanding shares of
Class A and Class B common stock were as follows:
Class A - 10,630,281
Class B - 7,196,864
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Total - 17,827,145
(End of Introductory Comments.)
December 31, 1998
Page 3 of 8 Pages
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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Item 1(a). Name of Issuer:
Springs Industries, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
205 North White Street
Fort Mill, South Carolina 29715
Item 2(a). Name of Person Filing:
Crandall Close Bowles
Item 2(b). Address of Principal Business Office or, If None,
Residence:
6725 Old Providence Road
Charlotte, NC 28226
Item 2(c). Citizenship:
United States of America
Item 2(d). Title of Class of Securities:
$.25 par value common stock Class B
Item 2(e). CUSIP Number:
851783-10-0
Item 3. Statement Regarding Rules 13d-1(b) or 13d-2(b):
Not Applicable.
December 31, 1998
Page 4 of 8 Pages
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Item 4. Ownership: *
(a) Amount Beneficially Owned:
2,791,210-Class B shares.
(b) Percent of Class:
39%-Class B
(c) Number of shares as to which
such person has:
(i) sole power to vote or
direct the vote:
16,180-Class A
(ii) shared power to vote or
direct the vote:
2,655,610-Class B
2,100-Class A
(iii) sole power to dispose or
direct the disposition of:
135,600-Class B
16,180-Class A
(iv) shared power to dispose or
direct the disposition of:
2,655,610-Class B
2,100-Class A
Mrs. Bowles disclaims beneficial ownership of all the shares shown
above except 135,600 shares as to which she has dispositive power, which are
held by The Springs Company, Lancaster, South Carolina, as trustee of a
management trust which is revocable by Mrs. Bowles on October 16 of any year
upon 30 days' notice.
* Mrs. Bowles has the sole power to vote and dispose of 16,180 shares of
Class A Stock she owns individually and the shared power to vote and dispose
of 2,100 shares of Class A Stock of Springs Foundation, Inc. and Close
Foundation, Inc. as a director of said Foundations, which are not reflected as
beneficially owned above, and 16,180 shares of Class A stock which she
beneficially owns. These shares are referenced in paragraph (c) above,
however, for purposes of full disclosure.
December 31, 1998
Page 5 of 8 Pages
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In addition, The Springs Company, Lancaster, South Carolina, owns
beneficially 1,955,229 shares (or 28%) of such stock (including 417,699 shares
held as trustee for Mrs. Bowles' brothers and sisters); Central Reassurance
Corporation (formerly Central Re Corporation), Lancaster, South Carolina, owns
beneficially 175,000 shares (or 3%) of such stock. All outstanding stock of
The Springs Company and Central Reassurance Corporation is owned by: trusts for
the benefit of Mrs. Bowles and her brothers and sisters (including those trusts
described in Item 6); and by The Springs Company as trustee of management trusts
for Mrs. Bowles and her brothers and sisters.
Mrs. Bowles is a director and Chairman of the Board of Directors of The
Springs Company, a director and Chairman of the Board of Directors of Central
Reassurance Corporation, and a director of Springs Industries, Inc.
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:
The shares shown in Item 4(c)(ii) and (iv), other than as provided in
subsection 2 below, are held by entities having the right to receive dividends
and proceeds of sale as follows:
December 31, 1998
Page 6 of 8 Pages
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(a) 1,850,498 shares (or 25.72%) held by Mrs. Bowles, her mother (Anne
Springs Close), six of her seven brothers and sisters (Frances A. Close, Leroy
Springs Close, Patricia Close, Elliott Springs Close, Hugh William Close, Jr.,
Derick Springsteen Close, and Katherine Anne Close), and James Bradley as
trustees for her brothers and sisters (each of such six brothers and sisters is
a tentative income beneficiary of trusts holding 299,523 shares and is therefore
not a trustee with respect to such shares);
(b) 805,112 shares (or 11.19%) held by Mrs. Bowles and James Bradley,
as trustees for Mrs. Bowles and her brothers and sisters. (Mrs. Bowles is a
tentative income beneficiary of trusts holding 99,890 of these shares, and is
not a trustee with respect to such shares. James Bradley and James H. Hodges
serve as trustees of these shares).
(c) 135,600 shares (1.89%) (as to which Mrs. Bowles has dispositive
power) held by The Springs Company as trustee of the management trust for Mrs.
Bowles described in Item 4. The trustees of these trusts may accumulate
dividends or sale proceeds or distribute them to the beneficiaries, except that
the beneficiaries of the trusts described in paragraphs (b) and (c) are entitled
to all dividends on the shares held in such trusts.
December 31, 1998
Page 7 of 8 Pages
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2. 2,100 Class A shares are held by Springs Foundation, Inc. and Close
Foundation, Inc., private foundations, of which Mrs. Bowles, her family members,
and employees of family companies constitute the Board of Directors, and 765
Class A shares are held by Mrs. Bowles individually.
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 the Group:
Not Applicable.
Item 10. Certification:
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.
January 31, 1999 /s/ James H. Hodges
---------------------------------
James H. Hodges, Limited
Power of Attorney for
Crandall Close Bowles
December 31, 1998
Page 8 of 8 Pages
