-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ROO9iU2chXyGBQF4z7XO3NnV9l5vhUw7xnVbY1spXaVsa0PwJdfzmwqF+25Uw4VM 4KfE6KK4ErhiA8UR0rhLxA== 0001036288-03-000002.txt : 20030213 0001036288-03-000002.hdr.sgml : 20030213 20030213113813 ACCESSION NUMBER: 0001036288-03-000002 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030213 GROUP MEMBERS: C. G. GREFENSTETTE GROUP MEMBERS: ELSIE HILLIARD HILLMAN GROUP MEMBERS: HENRY L. HILLMAN GROUP MEMBERS: HILLMAN/DOVER LIMITED PARTNERSHIP GROUP MEMBERS: L. M. WAGNER GROUP MEMBERS: THE 1976 AHF TRUST GROUP MEMBERS: THE 1976 HLHJR. TRUST GROUP MEMBERS: THE 1976 JLHS TRUST GROUP MEMBERS: THE 1976 WTH TRUST GROUP MEMBERS: THE HENRY L. HILLMAN TRUST GROUP MEMBERS: THE HILLMAN COMPANY GROUP MEMBERS: WILMINGTON EQUITIES, INC. GROUP MEMBERS: WILMINGTON INVESTMENTS, INC. GROUP MEMBERS: WILMINGTON SECURITIES, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GENVEC INC CENTRAL INDEX KEY: 0000934473 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 232705690 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60289 FILM NUMBER: 03557367 BUSINESS ADDRESS: STREET 1: 65 W WATKINS MILL RD CITY: GAITHERSBURG STATE: MD ZIP: 20878 BUSINESS PHONE: 2406320740 MAIL ADDRESS: STREET 1: 65 W WATKINS MILL RD CITY: GAITHERSBURG STATE: MD ZIP: 20878 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HILLMAN CO CENTRAL INDEX KEY: 0001036288 IRS NUMBER: 251011286 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 310 GRANT ST STREET 2: 1900 GRANT BUILDING CITY: PITTSBURGH STATE: PA ZIP: 15219 BUSINESS PHONE: 4122812620 MAIL ADDRESS: STREET 1: 310 GRANT ST STREET 2: 1900 GRANT BUILDING CITY: PITTSBURGH STATE: PA ZIP: 15219 SC 13G/A 1 gnvc13g2.txt AMENDMENT TO SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13G Amendment No. 2 Under the Securities Exchange Act of 1934 GENVEC, INC. (Name of Issuer) Common Stock, $0.001 Par Value (Title of Class of Securities) 37246C109 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed. [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [ X ] Rule 13d-1(d) 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 this section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person C. G. GREFENSTETTE AS A TRUSTEE I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 1,161,736 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 1,161,736 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,161,736 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) 5.31% 12 Type of Reporting Person IN CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person L. M. WAGNER AS A TRUSTEE I.D. # ###-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 654,404 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 654,404 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 654,404 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) 2.99% 12 Type of Reporting Person IN CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED 12/30/76 FOR THE CHILDREN OF JULIET LEA HILLMAN SIMONDS I.D. #25-6193084 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares 163,601 Beneficially Owned by 6 Shared Voting Power Each Reporting Person 7 Sole Dispositive Power With 163,601 8 Shared Dispositive Power 9 Aggregate Amount Beneficially Owned by Each Reporting Person 163,601 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .75% 12 Type of Reporting Person OO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED 12/30/76 FOR THE CHILDREN OF AUDREY HILLMAN FISHER I.D. #25-6193085 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares 163,601 Beneficially Owned by 6 Shared Voting Power Each Reporting Person 7 Sole Dispositive Power With 163,601 8 Shared Dispositive Power 9 Aggregate Amount Beneficially Owned by Each Reporting Person 163,601 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .75% 12 Type of Reporting Person OO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED 12/30/76 FOR THE CHILDREN OF HENRY LEA HILLMAN, JR. I.D. #25-6193086 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares 163,601 Beneficially Owned by 6 Shared Voting Power Each Reporting Person 7 Sole Dispositive Power With 163,601 8 Shared Dispositive Power 9 Aggregate Amount Beneficially Owned by Each Reporting Person 163,601 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .75% 12 Type of Reporting Person OO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED 12/30/76 FOR THE CHILDREN OF WILLIAM TALBOTT HILLMAN I.D. #25-6193087 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares 163,601 Beneficially Owned by 6 Shared Voting Power Each Reporting Person 7 Sole Dispositive Power With 163,601 8 Shared Dispositive Power 9 Aggregate Amount Beneficially Owned by Each Reporting Person 163,601 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .75% 12 Type of Reporting Person OO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HENRY L. HILLMAN AS A TRUSTEE I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 507,332 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 507,332 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 507,332 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) 2.32% 12 Type of Reporting Person IN CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person ELSIE HILLIARD HILLMAN AS A TRUSTEE I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization U.S. Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 507,332 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 507,332 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 507,332 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) 2.32% 12 Type of Reporting Person IN CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HENRY L. HILLMAN, ELSIE HILLIARD HILLMAN AND C. G. GREFENSTETTE, TRUSTEES OF THE HENRY L. HILLMAN TRUST U/A DATED NOVEMBER 18, 1985 I.D.# 18-2145466 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization Pennsylvania Number of 5 Sole Voting Power Shares 490,804 Beneficially Owned by 6 Shared Voting Power Each 16,528 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 490,804 8 Shared Dispositive Power 16,528 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 507,332 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) 2.32% 12 Type of Reporting Person OO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person THE HILLMAN COMPANY I.D.# 25-1011286 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization Pennsylvania Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 16,528 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 16,528 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 16,528 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .08% 12 Type of Reporting Person CO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person WILMINGTON INVESTMENTS, INC. I.D.# 51-0034468 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization Delaware Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 16,528 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 16,528 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 16,528 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .08% 12 Type of Reporting Person CO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person WILMINGTON EQUITIES, INC. I.D.# 51-0411204 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization Delaware Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 16,528 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 16,528 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 16,528 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .08% 12 Type of Reporting Person CO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person WILMINGTON SECURITIES, INC. I.D.# 51-0114700 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization Delaware Number of 5 Sole Voting Power Shares Beneficially Owned by 6 Shared Voting Power Each 16,528 (See Item(4)(a)) Reporting Person 7 Sole Dispositive Power With 8 Shared Dispositive Power 16,528 (See Item (4)(a)) 9 Aggregate Amount Beneficially Owned by Each Reporting Person 16,528 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .08% 12 Type of Reporting Person CO CUSIP NO. 37246C109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HILLMAN/DOVER LIMITED PARTNERSHIP I.D.# 51-0286294 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Citizenship of Place of Organization Delaware Number of 5 Sole Voting Power Shares 16,528 Beneficially Owned by 6 Shared Voting Power Each Reporting Person 7 Sole Dispositive Power With 16,528 8 Shared Dispositive Power 9 Aggregate Amount Beneficially Owned by Each Reporting Person 16,528 10 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11 Percent of Class Represented by Amount in Row (11) .08% 12 Type of Reporting Person PN Item 1(a) Name of Issuer Genvec, Inc. Item 1(b) Address of Issuer's Principal Executive Office: 65 West Watkins Mill Road Gaithersburg, Maryland 20878 Item 2(a) Name of Person Filing: (i) Hillman/Dover Limited Partnership, a Delaware limited partnership whose general partner is Wilmington Securities, Inc. (ii) Wilmington Securities, Inc., a wholly-owned subsidiary of Wilmington Equities, Inc. (iii) Wilmington Equities, Inc., a wholly-owned subsidiary of Wilmington Investments, Inc. (iv) Wilmington Investments, Inc., a wholly-owned subsidiary of The Hillman Company. (v) The Hillman Company, a corporation controlled by the HLH Trust. (vi) Henry L. Hillman, Elsie Hilliard Hillman and C. G. Grefenstette, Trustees of the Henry L. Hillman Trust U/A dated November 18, 1985 (the "HLH Trust"). (vii) C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated 12/30/76 for the Children of Juliet Lea Hillman Simonds (the "1976 JLHS Trust). (viii) C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated 12/30/76 for the Children of Audrey Hillman Fisher (the "1976 AHF Trust). (ix) C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated 12/30/76 for the Children of Henry Lea Hillman, Jr. (the "1976 HLHJR. Trust). (x) C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated 12/30/76 for the Children of William Talbott Hillman (the "1976 WTH Trust). (xi) Elsie Hilliard Hillman (xii) Henry L. Hillman (xiii) L. M. Wagner (xiv) C. G. Grefenstette Item 2(b) Address of the Principal Business Office: Hillman/Dover Limited Partnership, Wilmington Securities, Inc Wilmington Equities, Inc. and Wilmington Investments, Inc. 824 Market Street, Suite 900 Wilmington, Delaware 19801 The Hillman Company, the 1976 JLHS Trust, the 1976 AHF Trust, the 1976 HLHJR. Trust, the 1976 WTH Trust and the HLH Trust 1900 Grant Building Pittsburgh, Pennsylvania 15219 Elsie Hilliard Hillman, Henry L. Hillman, L. M. Wagner and C. G. Grefenstette 2000 Grant Building Pittsburgh, Pennsylvania 15219 Item 2(c) Citizenship: Hillman/Dover Limited Partnership is a Delaware limited partnership. Wilmington Securities, Inc., Wilmington Equities, Inc. and Wilmington Investments, Inc. are Delaware corporations. The Hillman Company is a Pennsylvania corporation. The 1976 JLHS Trust, the 1976 AHF Trust, the 1976 HLHJR. Trust, the 1976 WTH Trust and the HLH Trust are Pennsylvania trusts. C. G. Grefenstette, L. M. Wagner, Henry L. Hillman and, Elsie Hilliard Hillman are U.S. citizens. Item 2(d) Title of Class of Securities: Common Stock, $.001 Par Value Item 2(e) CUSIP Number 37246C109 Item 3 Not Applicable Item 4 Ownership: (a) Amount Beneficially Owned: 16,528 shares of Common Stock are owned of record and beneficially by Hillman/Dover Limited Partnership. Wilmington Securities, Inc. is the sole general partner of Hillman/Dover Limited Partnership. Wilmington Securities, Inc. is a wholly-owned subsidiary of Wilmington Equities, Inc. Wilmington Equities, Inc. is a wholly-owned subsidiary of Wilmington Investments, Inc. Wilmington Investments, Inc. is a wholly-owned subsidiary of The Hillman Company, which is controlled by the HLH Trust. 490,804 shares of Common Stock are owned of record and beneficially by Henry L. Hillman, Elsie Hilliard Hillman and C. G. Grefenstette, Trustees of the Henry L. Hillman Trust U/A dated November 18, 1985, a Pennsylvania revocable trust. C. G. Grefenstette shares power to vote or to direct the vote and shares power to dispose or to direct the disposition of the shares of stock owned by the 1976 Trusts, the HLH Trust and Hillman/Dover Limited Partnership. Henry L. Hillman shares power to vote or to direct the vote and shares power to dispose or direct the disposition of the shares of stock owned by the HLH Trust and Hillman/Dover Limited Partnership. Elsie Hilliard Hillman shares power to vote or to direct the vote and shares power to dispose or to direct the disposition of the shares of stock owned by the HLH Trust and Hillman/Dover Limited Partnership. 163,601 shares of Common Stock are owned of record and beneficially by C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated December 30, 1976 for the Children of Juliet Lea Hillman Simonds (together with the three trusts of even date named below, the "1976 Trusts"), a Pennsylvania irrevocable trust. C. G. Grefenstette shares power to vote or to direct the vote and shares power to dispose or to direct the disposition of the shares of stock owned by the 1976 Trusts, the HLH Trust and Hillman/Dover Limited Partnership. 163,601 shares of Common Stock are owned of record and beneficially by C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated December 30, 1976 for the Children of Audrey Hillman Fisher (together with the three trusts of even date named, the "1976 Trusts"), a Pennsylvania irrevocable trust. C. G. Grefenstette shares power to vote or to direct the vote and shares power to dispose or to direct the disposition of the shares of stock owned by the 1976 Trusts, the HLH Trust and Hillman/Dover Limited Partnership. 163,601 shares of Common Stock are owned of record and beneficially by C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated December 30, 1976 for the Children of Henry Lea Hillman, Jr. (together with the three trusts of even date named, the "1976 Trusts"), a Pennsylvania irrevocable trust. C. G. Grefenstette shares power to vote or to direct the vote and shares power to dispose or to direct the disposition of the shares of stock owned by the 1976 Trusts, the HLH Trust and Hillman/Dover Limited Partnership. 163,601 shares of Common Stock are owned of record and beneficially by C. G. Grefenstette and L. M. Wagner, Trustees U/A/T dated December 30, 1976 for the Children of William Talbott Hillman (together with the three trusts of even date named, the "1976 Trusts"), a Pennsylvania irrevocable trust. C. G. Grefenstette shares power to vote or to direct the vote and shares power to dispose or to direct the disposition of the shares of stock owned by the 1976 Trusts, the HLH Trust and Hillman/Dover Limited Partnership. (b) Percent of Class 5.31% (c) Number of Shares as to which such person has: (i) sole power to vote or direct the vote (ii) shared power to vote or to direct the vote 1,161,736 (See Item (4)(a)) (iii) sole power to dispose or to direct the disposition of (iv) shared power to dispose or to direct the disposition of 1,161,736 (See Item (4)(a)) 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 Item 10 Certification: By signing below we certify that, to the best of our 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. (Intentionally Left Blank) SIGNATURES 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. HILLMAN/DOVER LIMITED PARTNERSHIP By Wilmington Securities, Inc., the sole General Partner By ___/s/ Andrew McQuarrie________________ Andrew H. McQuarrie, President WILMINGTON EQUITIES, INC. By ___/s/ Andrew McQuarrie________________ Andrew H. McQuarrie, President WILMINGTON SECURITIES, INC. By ___/s/ Andrew McQuarrie_________________ Andrew H. McQuarrie, President WILMINGTON INVESTMENTS, INC. By ___/s/ Andrew McQuarrie_________________ Andrew H. McQuarrie, Vice President THE HILLMAN COMPANY By ___/s/ L. M. Wagner______________________ Lawrence M. Wagner, President HENRY L. HILLMAN, ELSIE HILLIARD HILLMAN & C. G. GREFENSTETTE, TRUSTEES OF THE HENRY L. HILLMAN TRUST U/A DATED NOVEMBER 18, 1985 ____/s/ C. G. Grefenstette_____________________ C. G. Grefenstette, Trustee C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED DECEMBER 30, 1976 FOR THE CHILDREN OF JULIET LEA HILLMAN SIMONDS /s/ C. G. Grefenstette C. G. Grefenstette, Trustee /s/ L. M. Wagner L. M. Wagner, Trustee C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED DECEMBER 30, 1976 FOR THE CHILDREN OF AUDREY HILLMAN FISHER /s/ C. G. Grefenstette C. G. Grefenstette, Trustee /s/ L. M. Wagner L. M. Wagner, Trustee C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED DECEMBER 30, 1976 FOR THE CHILDREN OF HENRY LEA HILLMAN, JR. /s/ C. G. Grefenstette C. G. Grefenstette, Trustee /s/ L. M. Wagner L. M. Wagner, Trustee C. G. GREFENSTETTE AND L. M. WAGNER, TRUSTEES U/A/T DATED DECEMBER 30, 1976 FOR THE CHILDREN OF WILLIAM TALBOTT HILLMAN /s/ C. G. Grefenstette C. G. Grefenstette, Trustee /s/ L. M. Wagner L. M. Wagner, Trustee __/s/ C. G. Grefenstette________________________ C. G. Grefenstette __/s/ L. M. Wagner____________________________ L. M. Wagner __/s/ Henry L. Hillman__________________________ Henry L. Hillman __/s/ Elsie Hilliard Hillman______________________ Elsie Hilliard Hillman February 13, 2003 Date -----END PRIVACY-ENHANCED MESSAGE-----