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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No, 4)*
SUN COMPANY, INC.
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(Name of Issuer)
DEPOSITARY SHARES REPRESENTING ONE HALF PREFERRED SERIES A
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(Title of Class Of Securities)
866762404
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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).
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CUSIP No. 866762404 13G Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
THE GLENMEDE TRUST COMPANY
23-1512117
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
N/A
(b) [_]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
PENNSYLVANIA
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5 SOLE VOTING POWER
3,709,197 SHARES
NUMBER OF --------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 136,898 SHARES
OWNED BY --------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 3,626,170 SHARES
PERSON --------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
296,257 SHARES
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,922,427 SHARES
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
15.74%
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12 TYPE OF REPORTING PERSON*
BK
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* SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 866762404 Page 3 of 5 Pages
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SCHEDULE 13G
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ITEM 1(a) NAME OF ISSUER: SUN COMPANY, INC.
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ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
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1801 MARKET STREET
PHILADELPHIA, PA 19103
ITEM 2(a) NAME OF PERSON FILING:
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THE GLENMEDE TRUST COMPANY
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
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ONE LIBERTY PLACE - SUITE 1200
1650 MARKET STREET
PHILADELPHIA, PA 19103
ITEM 2(c) CITIZENSHIP
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PENNSYLVANIA
ITEM 2(d) TITLE OF CLASS OF SECURITIES
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DEPOSITARY RECEIPTS REPRESENTING ONE HALF
PREFERRED SERIES A
ITEM 2(e) CUSIP NUMBER: 866762404
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ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13d-2(b),
- ------ CHECK WHETHER THE PERSON FILING IS A:
[_] (a) BROKER OR DEALER REGISTERED UNDER SECTION 15 OF THE ACT,
[x] (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 ACT,
[_] (e) INVESTMENT ADVISOR REGISTERED UNDER SECTION 203 OF THE
INVESTMENT ADVISERS ACT OF 1940,
[_] (f) EMPLOYEE BENEFIT PLAN, PENSION FUND WHICH IS SUBJECT TO
THE PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974 OR ENDOWMENT FUND; SEE RULE 13d-
1(b)(1)(ii)(F),
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CUSIP No. 866762404 Page 4 of 5 Pages
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[_] (g) PARENT HOLDING COMPANY, IN ACCORDANCE WITH RULE 13d-
1(b)(ii)(G); SEE ITEM 7,
[_] (h) GROUP, IN ACCORDANCE WITH RULE 13d-1(b)(1)(ii)(H).
ITEM 4 OWNERSHIP.
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(a) AMOUNT BENEFICIALLY OWNED: THE UNDERSIGNED BENEFICIALLY OWNS
3,922,427 DEPOSITARY SHARES WHICH REPRESENT AN OWNERSHIP
INTEREST IN 1,961,213.5 SHARES OF SERIES A PREFERRED STOCK.
THE DEPOSITARY SHARES ARE THE CLASS OF SECURITIES FOR WHICH
THE UNDERSIGNED IS FILING THIS SCHEDULE.
(b) PERCENT OF CLASS: 15.74%
(c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE: 3,709,197
SHARES,
(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE: 136,898
SHARES,
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
3,626,170 SHARES,
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF,
296,257 SHARES.
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
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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 [_]. N/A
ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
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THE GLENMEDE TRUST COMPANY BENEFICIALLY OWNS THE SECURITIES COVERED BY
THIS REPORT IN A FIDUCIARY CAPACITY. PERSONS OTHER THAN THE GLENMEDE
TRUST COMPANY HAVE THE RIGHT TO RECEIVE OR THE POWER TO DIRECT THE
RECEIPT OF DIVIDENDS FROM OR THE PROCEEDS FROM THE SALE OF SECURITIES
COVERED BY THIS REPORT. THE PEW MEMORIAL TRUST IS THE ONLY SUCH
PERSON WHOSE INTEREST IN THE SECURITIES COVERED BY THIS REPORT (AS
SUCH INTEREST IS DESCRIBED IN THE PRECEDING SENTENCE) RELATES TO MORE
THAN FIVE (5) PERCENT OF THE CLASS OF SUCH SECURITIES.
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CUSIP No. 866762404 Page 5 of 5 Pages
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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.
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N/A
ITEM 9 NOTICE OF DISSOLUTION OF GROUP
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N/A
ITEM 10 CERTIFICATION
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BY SIGNING BELOW I CERTIFY THAT, TO THE BEST OF MY KNOWLEDGE AND
BELIEF, THE SECURITIES REFERRED TO ABOVE WERE ACQUIRED IN THE ORDINARY
COURSE OF BUSINESS AND WERE NOT ACQUIRED FOR THE PURPOSE OF AND DO NOT
HAVE THE EFFECT OF CHANGING OR INFLUENCING THE CONTROL OF THE ISSUER
OF SUCH SECURITIES AND WERE NOT ACQUIRED IN CONNECTION WITH OR AS A
PARTICIPANT IN ANY TRANSACTION HAVING SUCH PURPOSE OR EFFECT.
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 10, 1997
THE GLENMEDE TRUST COMPANY
/S/ JAMES R. BELANGER
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SIGNATURE
JAMES R. BELANGER
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VICE PRESIDENT
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NAME/TITLE
