-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, CxLqAZIrPtvx4ItrDljYjgi3evBLrm44DwGrCWT144Tf3nCZUDvA2jxGFaWsOyqy glU6AOOSmbbEL4rNH5EjsA== 0000902967-95-000001.txt : 19950213 0000902967-95-000001.hdr.sgml : 19950213 ACCESSION NUMBER: 0000902967-95-000001 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950210 SROS: NONE GROUP MEMBERS: GE INVESTMENT MANAGEMENT INC. GROUP MEMBERS: GENERAL ELECTRIC INVESTMENT CORP. GROUP MEMBERS: TRUSTEES OF GENERAL ELECTRIC PENSION TRUST SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CULLEN FROST BANKERS INC CENTRAL INDEX KEY: 0000039263 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 741751768 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-10460 FILM NUMBER: 95507890 BUSINESS ADDRESS: STREET 1: 100 W HOUSTON ST STREET 2: P O BOX 1600 CITY: SAN ANTONIO STATE: TX ZIP: 78205 BUSINESS PHONE: 2102204841 FORMER COMPANY: FORMER CONFORMED NAME: FROST BANK CORP DATE OF NAME CHANGE: 19770823 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TRUSTEES OF GENERAL ELECTRIC PENSION TRUST CENTRAL INDEX KEY: 0000902967 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3003 SUMMER STREET STREET 2: P O BOX 7900 CITY: STAMFORD STATE: CT ZIP: 06904-7900 BUSINESS PHONE: 2033262300 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) CULLEN/FROST BANKERS, INC. (NAME OF ISSUER) COMMON STOCK (TITLE CLASS OF SECURITIES) 229899109 (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). CUSIP NO. 229899109 13G PAGE 2A OF 5 PAGES 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF PERSON Trustees of General Electric Pension Trust I.R.S. #14-6015763 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.* NOT APPLICABLE A __ B X_ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION New York State 5. SOLE VOTING POWER 549,633 SHARES 6. SHARED VOTING POWER 0 SHARES 7. SOLE DISPOSITIVE POWER 549,633 SHARES 8. SHARED DISPOSITIVE POWER 0 SHARES 9. AGGREGATED AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 549,633 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [X) 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.9% or if each Reporting Person is deemed to be a group, 5.1% 12. TYPE OF REPORTING PERSON* EP CUSIP NO. 229899109 13G PAGE 2B OF 5 PAGES 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF PERSON General Electric Investment Corporation, as Investment Adviser to certain entities and accounts I.R.S. #22-2152310 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.* NOT APPLICABLE A __ B X_ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5. SOLE VOTING POWER 10,541 SHARES 6. SHARED VOTING POWER 0 SHARES 7. SOLE DISPOSITIVE POWER 10,541 SHARES 8. SHARED DISPOSITIVE POWER 0 SHARES 9. AGGREGATED AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,541 SHARES 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [X] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .1% or if each Reporting Person is deemed to be a group, 5.5% 12. TYPE OF REPORTING PERSON* IA CUSIP NO. 229899109 13G PAGE 2C OF 5 PAGES 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF PERSON GE Investment Management Incorporated, as Investment Adviser to certain entities and accounts I.R.S. #06-1238874 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.* NOT APPLICABLE A __ B X_ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5. SOLE VOTING POWER 3,767 SHARES 6. SHARED VOTING POWER 0 SHARES 7. SOLE DISPOSITIVE POWER 3,767 SHARES 8. SHARED DISPOSITIVE POWER 0 SHARES 9. AGGREGATED AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,767 SHARES 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [X] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .1% or if each Reporting Person is deemed to be a group, 5.1% 12. TYPE OF REPORTING PERSON* IA SCHEDULE 13G PAGE 3 OF 5 PAGES INTRODUCTORY NOTE: Trustees of General Electric Pension Trust ("GEPT"), an employee pension fund subject to the Employee Retirement Income Security Act of 1974, owns beneficially 549,633 shares of the Common Stock (the "Common Stock") of Cullen/Frost Bankers, Inc. General Electric Investment Corporation ("GEIC") is an Investment Adviser (registered under the Investment Advisers Act of 1940) to GEPT. GEIC, as an Investment Adviser to certain entities and accounts other than GEPT, may be deemed the beneficial owner of 10,541 shares of Common Stock owned by such entities or accounts. GE Investment Management Incorporated ("GEIM"), as an Investment Adviser (registered under the Investment Advisers Act of 1940) to certain entities and accounts, may be deemed the beneficial owner of 3,767 shares of Common Stock owned by such entities or accounts. GEPT, GEIC and GEIM each expressly disclaim beneficial ownership of shares of Common Stock owned by filing persons other than itself. GEPT, GEIC and GEIM expressly disclaim that they are members of a "group". ITEM 1. (A) NAME OF ISSUER Cullen/Frost Bankers,Inc. (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES 100 West Houston Street P.O. Box 1600 San Antonio, TX 78205 ITEM 2. (A) NAME OF PERSON FILING Trustees of General Electric Pension Trust General Electric Investment Corporation, as Investment Adviser to certain entities and accounts GE Investment Management Incorporated, as Investment Adviser to certain entities and accounts (See Schedule I and II) (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE The address of the principal office of each of Trustees of General Electric Pension Trust, General Electric Investment Corporation and GE Investment Management Incorporated is 3003 Summer Street, Stamford, Connecticut 06904 (C) CITIZENSHIP Trustees of General Electric Pension Trust - New York; General Electric Investment Corporation - Delaware; GE Investment Management Incorporated - Delaware PAGE 4 of 5 PAGES (D) TITLE CLASS OF SECURITIES COMMON STOCK (E) CUSIP NUMBER 229899109 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (H) _X_ Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) ITEM 4. OWNERSHIP (See cover pages and introductory note) 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. NOT APPLICABLE 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 PAGE 5 OF 5 PAGES ITEM 10. CERTIFICATION THE FOLLOWING CERTIFICATION SHALL BE INCLUDED IF THE STATEMENT IS FILED PURSUANT TO RULE 13D-1(B): 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 PURPOSES 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. TRUSTEES OF GENERAL ELECTRIC PENSION TRUST By: /s/ Donald W. Torey Donald W. Torey, Trustee Dated: February 9, 1995 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. GENERAL ELECTRIC INVESTMENT CORPORATION, as Investment Adviser to certain entities and accounts By: /s/ Donald W. Torey Donald W. Torey Executive Vice President Dated: February 9, 1995 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. GE INVESTMENT MANAGEMENT INCORPORATED, as Investment Adviser to certain entities and accounts By: /s/ Donald W. Torey Donald W. Torey Executive Vice President Dated: February 9, 1995 SCHEDULE I TRUSTEES OF GENERAL ELECTRIC PE NSION TRUST 3003 Summer Street, P.O. Box 7900 Stamford, Connectic ut 06904 The names of the Trustees of General Electric Pension Trust are as follows: DALE F. FREY EUGENE K. BOLTON MICHAEL J. COSGROVE RALPH R. LAYMAN ALAN M. LEWIS JOHN H. MYERS DONALD W. TOREY SCHEDULE II JOINT FILING AGREEM ENT This will confirm the agreement by and among all the undersigned that the Schedule 13G on or about this date and any amendments thereto with respect to the beneficial ownership by the undersigned of shares of the Common Stock of Cullen/Frost Bankers, Inc. is being filed on behalf of each of the undersigned. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Dated: February 9, 1995 TRUSTEES OF GENERAL ELECTRIC PENSION TRUST By: /s/ Donald W. Torey Donald W. Torey Trustee GENERAL ELECTRIC INVESTMENT CORPORATION, as Investment Adviser to certain entities and accounts By: /s/ Donald W. Torey Donald W. Torey Executive Vice President GE INVESTMENT MANAGEMENT INCORPORATED, as Investment Adviser to certain entities and accounts By: /s/ Donald W. Torey Donald W. Torey Executive Vice President -----END PRIVACY-ENHANCED MESSAGE-----