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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
SEQUA CORPORATION
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(Name of Issuer)
Class B Common Stock, no par value
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(Title of Class of Securities)
81732 020
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(CUSIP Number)
Mrs. Gertrude Rosenkranz
c/o Sequa Corporation
200 Park Avenue, New York, NY 10166
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 6, 1997
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(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 which is subject of this Schedule 13D, and is filing this
statement because of Rule 13d-1(b)(3) or (4), check the following box: / /
Check the following box if a fee is being paid with the statement: / /
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CUSIP No. 81732 020 SCHEDULE 13D
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Gertrude Rosenkranz
SSN ###-##-####
2. Check the Appropriate Box if a Member of a Group (a) / /
(b) /x/
3. SEC Use Only
4. Source of Funds
N/A
5. Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) / /
6. Citizenship or Place of Organization
U.S.
7. Sole Voting Power
0
Number of Shares
8. Shared Voting Power
Beneficially
139,524
Owned by Each
9. Sole Dispositive Power
Reporting Person
0
With
10. Shared Dispositive Power
139,524
11. Aggregate Amount Beneficially Owned by Each Reporting Person
139,524
12. Check Box if the Aggregate Amount in Row 11
Excludes Certain Shares / /
13. Percent of Class Represented by Amount in Row 11
4.19%
14. Type of Reporting Person
IN
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Gertrude Rosenkranz hereby amends and supplements the Schedule 13D
originally filed with the Securities and Exchange Commission on September 13,
1996 (the "Schedule") as follows.
This Schedule relates to the Class B Common Stock, no par value per share
(the "Shares") of Sequa Corporation, a Delaware corporation.
Item 5. Interest in Securities of the Issuer.
Item 5(a) of the Schedule is hereby amended by deleting the existing text
and inserting the following text in its stead:
Ms. Rosenkranz beneficially owns (as defined by Rule 13d-3 under the
Securities Exchange Act of 1934, as amended) 139,524 Shares, or 4.19% of
the Shares outstanding as of February 6, 1997.
Item 5(b) of the Schedule is hereby amended by deleting the 1st full
sentence thereof and inserting the following language in its stead:
Ms. Rosenkranz has shared voting and dispositive power over 150 Shares that
she owns directly and jointly with her husband, Mr. Bernard Rosenkranz, and
has shared voting and dispositive power over an aggregate of 139,374 Shares
held by the September Trust and the March Trust (as defined below).
Item 5(c) of the Schedule is hereby amended and supplemented by inserting
the following text as the second full paragraph thereof:
Pursuant to the terms of the September Trust and the March Trust, on
February 6, 1997 32,748 Shares were released from the September Trust and
78,494 Shares were released from the March Trust. All of such Shares
were transferred to Mr. Norman E. Alexander.
Item 5(e) of the Schedule is hereby amended by deleting the existing text
and inserting the following text in its stead:
As a result of the transfers described in Item 5(c) above, Ms. Rosenkranz
ceased to be the beneficial owner of more than five percent of the Shares
on February 6, 1997.
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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.
/s/ Gertrude Rosenkranz
Gertrude Rosenkranz
Date: February 14, 1997
