UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Technitrol, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
878555101
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(CUSIP Number)
Eric D. Schoenborn, Esquire, 2600 One Commerce Square,
Philadelphia, PA 19103, (215) 564-8085
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
August 18, 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 the subject of this Schedule 13D, and is
filing this schedule 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 [ ]. A fee
is not required only if the reporting 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.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*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 a prior cover page.
The information required on 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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SCHEDULE 13D
CUSIP No. 878555101
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PALMER FAMILY TRUST - SURVIVOR'S SHARE
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
N/A
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
1,746,380
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,746,380
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,746,380
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.85%
14 TYPE OF REPORTING PERSON*
00
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
Item 1. Security and Issuer.
This statement on Schedule 13D relates to the common stock, $0.125 par
value (the "Common Stock"), of Technitrol, Inc., 1210 Northbrook Drive, Suite
385, Trevose, PA 19053 (the "Company").
Item 2. Identity and Background.
The person filing this statement is the "Palmer Family Trust -Survivor's
Share" (the "Survivor's Share") [1] . All correspondence to the Survivor's
Share shall be forwarded to the following address:
The Palmer Family Trust - Survivor's Share
c/o J. Barton Harrison, Trustee
1452 County Line Rd.
Rosemont, PA 19010-1404
Item 3. Source and Amount of Funds and Other Consideration.
N/A. As per the terms of the "Palmer Family Trust", as amended (the
"Trust"), the shares were administered and distributed to the Survivor's
Share following the death of Gordon Palmer, Jr.
Item 4. Purpose of the Transaction.
The Survivor's Share received the shares as a result of the death of
Gordon Palmer, Jr. The Survivor's Share presently intends to make
dispositions of shares of Common Stock to certain charitable organizations.
Item 5. Interest in Securities of the Issuer.
As of the date hereof, the Survivor's Share beneficially owns 1,746,380
shares of Common Stock, or approximately 10.85% of the outstanding Common
Stock. The Survivor's Share shares voting and dispositive power over such
shares.
All shares beneficially owned by the Survivor's Share derive from the
Trust. The Trust was formed pursuant to a trust instrument dated August 27,
1991 in which the settlors (Gordon Palmer, Jr. and Virginia Frese Palmer)
transferred to the Trust certain assets including shares of the Common Stock.
As per the terms of the Trust, upon the death of either settlor, the
remainder of the Trust shall be divided into two shares (the Survivor's Share
and the Residuary Trust Share) which shall be held, administered and
distributed as separate trusts. Gordon Palmer, Jr. died on March 30, 1997
causing the Trust to be split into the Survivor's Share and the Residuary
Trust Share. The Residuary Trust Share beneficially owns less than five
percent of the Common Stock. The beneficial ownership of the Survivor's
Share is reported herein.
The Survivor's Share is revocable by Mrs. Palmer, and she is a co-
trustee of such trust along with J. Barton Harrison. Mrs. Palmer is also a
beneficiary of the Survivor's Share during her lifetime. Given Mrs. Palmer's
ability to revoke the trust, the Survivor's Share shares voting and
dispositive power with Mrs. Palmer with respect to the 1,746,380 shares
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[1] J. Barton Harrison, a co-trustee of the Survivor's Share, disclaims
benefical ownership in the shares beneficially owned by the Survivor's
Share. See Item 5.
<PAGE>
disclosed herein. Given the revocation powers of Mrs. Palmer as settlor and
her voting and dispositive powers as co-trustee of the Survivor's Share, J.
Barton Harrison disclaims beneficial ownership of all shares of the Common
Stock beneficially owned by the Survivor's Share.
The information required by Item 2 for the persons with whom the Survivor's
Share shares voting power is as follows:
Mrs. Virginia Frese Palmer
7147 E. Sabino Vista Circle
Tucson, AZ 85750-2631
Mrs. Palmer is not currently employed and has not been convicted in a
criminal proceeding nor been a party to any civil proceeding related to
federal or state securities laws within the last five years. Mrs. Palmer is
a citizen of the United States of America.
On or about May 29, 1997, 674,250 shares of the Common Stock were
transferred from the Trust to the Survivor's Share as a partial
administration of the Trust. On or about July 1, 1997, 10,000 shares of the
Common Stock were disposed of by the Survivor's Share as a charitable gift.
On or about August 18, 1997, 1,122,130 shares of the Common Stock were
transferred from the Trust to the Survivor's Share as a partial
administration of the Trust. On or about September 26, 1997, 40,000 shares
of the Common Stock were disposed of by the Survivor's Share as a charitable
gift.
Upon his death on March 30, 1997, Gordon Palmer, Jr. ceased to be a
beneficial owner of more than five percent of the Common Stock of the
Company.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
See Item 5.
Item 7. Material to Be Filed as Exhibits.
None.
<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: September 29, 1997
PALMER FAMILY TRUST - SURVIVOR'S SHARE
By: /s/ J. Barton Harrison By: /s/ Virginia Frese Palmer
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J. Barton Harrison Virginia Frese Palmer
Trustee Trustee
