UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)
General Cable plc
(Name of issuer)
Ordinary Shares
(Title of class of securities)
0365389
(CUSIP number)
*See Note
(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)
(X)Rule 13d-1 (c)
( )Rule 13d-1 (d)
- ------------------------
* Previous filings by the Reporting Persons relating to this security were
made on Schedule 13D pursuant to Rules 13d-1(a) and 13d-1(b). By filing
this Schedule 13G, the Reporting Persons intend to convert to the filing
regime governed by Rule 13d-1(c).
<PAGE>
- ---------------------------------
CUSIP No. 0365389 13G
- ---------------------------------
- -------- -----------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Deutsche Bank A.G.
- -------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ( )
(b) ( )
|-|
- -------- -----------------------------------------------------------------------
3 SEC USE ONLY
- -------- -----------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
- ---------------------------- ------ --------------------------------------------
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING ------ --------------------------------------------
PERSON WITH SHARED VOTING POWER
6 22,124,436
------ --------------------------------------------
SOLE DISPOSITIVE POWER
7 0
------ --------------------------------------------
SHARED DISPOSITIVE POWER
8 28,781,915
- -------- -----------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,781,915
- -------- -----------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES ( )
- -------- -----------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.9%
- -------- -----------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
HC, BK, CO
- -------- -----------------------------------------------------------------------
<PAGE>
- -------- -----------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Morgan Grenfell Asset Management Limited
- -------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ( )
(b) ( )
- -------- -----------------------------------------------------------------------
3 SEC USE ONLY
- -------- -----------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
England and Wales
----------------------------- ------ ------------------------------------------
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED BY 0
EACH REPORTING PERSON ------ ------------------------------------------
WITH SHARED VOTING POWER
6 21,583,071
------ ------------------------------------------
SOLE DISPOSITIVE POWER
7 0
------ ------------------------------------------
SHARED DISPOSITIVE POWER
8 28,240,550
- -------- -----------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,240,550
- -------- -----------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES ( )
- -------- -----------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.7%
- -------- -----------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
HC, IA
- -------- -----------------------------------------------------------------------
<PAGE>
Item 1(a). Name of Issuer:
General Cable plc (the "Issuer")
Item 1(b). Address of Issuer's Principal Executive Offices:
The address of the Issuer's principal executive offices is 37-41 Old Queen
Street, London SW1H 9JA, England.
Item 2(a). Name of Person Filing:
This statement is filed on behalf of Deutsche Bank AG ("DBAG") and Morgan
Grenfell Asset Management Limited ("MGAM" and, together with DBAG, the
"Reporting Persons").
Item 2(b). Address of Principal Business Office or, if none, Residence:
The principal place of business of DBAG is Taunusanlage 12, D-60325,
Frankfurt am Main, Federal Republic of Germany.
The principal place of business of MGAM is 20 Finsbury Circus, London, EC2M
1NB, England.
Item 2(c). Citizenship:
The citizenship of each of the Reporting Persons is set forth on the
applicable cover page.
Item 2(d). Title of Class of Securities:
The title of the securities is ordinary shares (the "Ordinary Shares").
Item 2(e). CUSIP Number:
The CUSIP number of the Ordinary Shares is set forth on each cover page.
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b)
or (c), check whether the person filing is a:
(a) ( ) Broker or dealer registered under section 15 of the Act;
(b) ( ) Bank as defined in section 3(a)(6) of the Act;
(c) ( ) Insurance Company as defined in section 3(a)(19) of the Act;
(d) ( ) Investment Company registered under section 8 of the
Investment Company Act of 1940;
(e) ( ) An investment adviser in accordance with Rule 13d-1
(b)(1)(ii)(E);
(f) ( ) An employee benefit plan, or endowment fund in accordance
with Rule 13d-1 (b)(1)(ii)(F);
(g) ( ) A parent holding company or control person in accordance
with Rule 13d-1 (b)(1)(ii)(G);
(h) ( ) A savings association as defined in section 3(b) of the
Federal Deposit Insurance Act;
(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;
(j) ( ) Group, in accordance with Rule 13d-1 (b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1 (c), check this box. |X|
Item 4. Ownership.
(a) Amount beneficially owned:
Each of the Reporting Persons owns the amount of the Ordinary Shares
as set forth on the applicable cover page.
(b) Percent of class:
Each of the Reporting Persons owns the percentage of the Ordinary
Shares as set forth on the applicable cover page.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
Each of the Reporting Persons has the sole power to vote or
direct the vote of the Ordinary Shares as set forth on the applicable
cover page.
(ii) shared power to vote or to direct the vote:
Each of the Reporting Persons has the shared power to vote
or direct the vote of the Ordinary Shares as set forth on the
applicable cover page.
(iii) sole power to dispose or to direct the disposition of:
Each of the Reporting Persons has the sole power to dispose
or direct the disposition of the Ordinary Shares as set forth on the
applicable cover page.
(iv) shared power to dispose or to direct the disposition of:
Each of the Reporting Persons has the shared power to dispose
or direct the disposition of the Ordinary Shares as set forth on the
applicable cover page.
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.
Investment management clients of the Reporting Persons have the ultimate
right to any dividends from Ordinary Shares and the proceeds from the sale of
Ordinary Shares.
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 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.
<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.
Dated: April 30, 1998
DEUTSCHE BANK AG
By: /s/ Dr. Dieter Eisele
________________________________
Name: Dr. Dieter Eisele
Title: Group Head of Compliance
By: /s/ Rondal Eric Powell
________________________________
Name: Rondal Eric Powell
Title: Vice President
<PAGE>
Exhibit 2
Consent of Morgan Grenfell Asset Management Limited
The undersigned agrees that the Schedule 13G executed by Deutsche Bank AG
to which this statement is attached as an exhibit is filed on behalf of Deutsche
Bank AG, Morgan Grenfell Asset Management Limited and Morgan Grenfell Investment
Management Limited pursuant to Rule 13d-1(f)(1) of the Securities Exchange Act
of 1934.
Dated: April 30, 1998
MORGAN GRENFELL ASSET MANAGEMENT LIMITED
By: /s/ Andrew Hume
_____________________________________
Name: Andrew Hume
Title: Senior Associate Director
