-----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, Fl62qfMq8zCfX1mKTXV87emaUVmURvuGmFJqI2+stPd36B0w0xv52Z/0EoaUlNYY ecXt95GK0EhEeYQODhHcyg== 0001027612-97-000038.txt : 19970929 0001027612-97-000038.hdr.sgml : 19970929 ACCESSION NUMBER: 0001027612-97-000038 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970926 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TAYLOR DEVICES INC CENTRAL INDEX KEY: 0000096536 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569] IRS NUMBER: 160797789 STATE OF INCORPORATION: NY FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-35928 FILM NUMBER: 97686278 BUSINESS ADDRESS: STREET 1: 90 TAYLOR DR STREET 2: P O BOX 748 CITY: NORTH TONAWANDA STATE: NY ZIP: 14120 BUSINESS PHONE: 7166940800 MAIL ADDRESS: STREET 1: 90 TAYLOR DR CITY: N TONAWANDA STATE: NY ZIP: 14120-0748 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARIES HILL CORP CENTRAL INDEX KEY: 0000937708 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 161023268 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1350 ONE M & T PLAZA CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 7168456000 MAIL ADDRESS: STREET 1: 1350 ONE M & T PLAZA CITY: BUFFALO STATE: NY ZIP: 14203 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* TAYLOR DEVICES, INC. _________________________________________________________________ (Name of Issuer) Shares of Common Stock - $.025 Par Value _________________________________________________________________ (Title of Class of Securities 877163-10-5 ____________________________ (CUSIP Number) Brent D. Baird 1350 One M&T Plaza Buffalo, New York 14203 (Phone: (716) 849-1484) _________________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 17, 1997 _______________________ (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 __. *The remainder of this cover page shall be filed 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). SCHEDULE 13D Amendment No. 4 CUSIP NO. 877163-10-5 1. Name of Reporting Person SS or IRS Identification No. of above person (optional) The Cameron Baird Foundation 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___ (b)_X_ 3. SEC USE ONLY 4. SOURCE OF FUNDS* WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ____ 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York NUMBER OF SHARES 7. SOLE VOTING POWER BENEFICIALLY OWNED 165,900 BY EACH REPORTING PERSON WITH 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 165,900 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 165,900 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ____ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.033% 14. TYPE OF REPORTING PERSON* 00 *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 877163-10-5 1. Name of Reporting Person SS or IRS Identification No. of above person (optional) Brent D. Baird 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___ (b)_X_ 3. SEC USE ONLY 4. SOURCE OF FUNDS* PF 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.A. NUMBER OF SHARES 7. SOLE VOTING POWER BENEFICIALLY OWNED 23,000 BY EACH REPORTING PERSON WITH 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 23,000 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 23,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ____ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.836% 14. TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 877163-10-5 1. Name of Reporting Person SS or IRS Identification No. of above person (optional) Jane D. Baird 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___ (b)_X_ 3. SEC USE ONLY 4. SOURCE OF FUNDS* PF 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.A. NUMBER OF SHARES 7. SOLE VOTING POWER BENEFICIALLY OWNED 44,000 BY EACH REPORTING PERSON WITH 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 44,000 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 44,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ____ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.600% 14. TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13D Amendment No. 4 INTRODUCTION The acquisiton of 265,400 shares ("Shares") of common stock of the Issuer was reported by the Reporting Persons in Schedule 13D, which was filed with the Securities and Exchange Commission on December 31, 1996, as amended by Schedule 13D Amendment No. 1, which was filed with the Securities and Exchange Commission on March 7, 1997, as amended by Schedule 13D Amendment No. 2, which was filed with the Securities and Exchange Commission on April 10, 1997, as amended by Schedule 13D Amendment No. 3, which was filed with the Securities and Exchange Commission on May 23, 1997 ("Amendment No. 3"). Since the filing of Amendment No. 3, there have been additional purchases of Shares by three of the Reporting Persons (The Cameron Baird Foundation, Brent D. Baird and Jane D. Baird). The number of Shares now held by the Reporting Persons is 299,400 Shares. The Cover pages for the three Reporting Persons who purchased additional Shares are hereby amended to read as shown in this Amendment No. 4. Items 3 and 5 are hereby amended as shown in this Amendment No. 4. All other Cover pages and Items remain unchanged, and are incorporated herein by reference. NOTE: THE EXECUTION AND SUBMISSION OF THIS STATEMENT BY THE REPORTING PERSONS SHALL NOT BE CONSTRUED AS A STATEMENT OR ADMISSION THAT THE REPORTING PERSONS (I) ARE ACTING AS A GROUP IN THE ACQUISITION OF THE SHARES, (II) COLLECTIVELY CONSTITUTE A "PERSON" WITHIN THE MEANING OF SECTION 13(D)(3) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (THE "ACT"), OR (III) FOR THE PURPOSES OF SECTION 13(D) OF THE ACT, ARE THE BENEFICIAL OWNERS OF ANY SHARES OTHER THAN THE SHARES IN WHICH EACH PERSON IS SPECIFICALLY IDENTIFIED IN THIS STATEMENT TO HAVE A BENEFICIAL INTEREST. ITEM 3. SOURCE AND AMOUNT OF FUNDS. Item 3 is hereby amended to add the following: The following table shows the amount of funds paid for the Shares by the three Reporting Persons who purchased additional Shares (which includes only the amount of funds paid since the filing of Amendment No. 3). The following table does not include brokerage commissions. The Cameron Baird $ 85,000 Foundation Brent D. Baird $ 15,375 Jane D. Baird $ 68,250 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Item 5 is hereby amended to read as follows: (a) The Reporting Persons hereby report beneficial ownership, in the manner hereinafter described, of 299,400 Shares:
Percentage of Number Of Outstanding Shares Held in the Name of Shares Security (1) Aries Hill Corp. 48,500 1.764% Brent D. Baird 23,000 (2) .836% Bridget B. Baird, 10,000 .364% as Successor Trustee (3) The Cameron Baird 165,900 6.033% Foundation Jane D. Baird 44,000 1.600% Anne S. Baird 5,000 .182% David M. Stark, as Successor Trustee (4) 3,000 .109% ______ _____ TOTAL 299,400 10.888%
(1) The foregoing percentages assume that the number of Shares of the Issuer outstanding is 2,749,667 Shares (as reported in the Issuer's Form 10-KSB as of August 15, 1997). (2) 13,000 Shares are held by Brent D. Baird and 10,000 Shares are held in Trubee, Collins & Co.'s pension plan for the benefit of Brent D. Baird. (3) Jane D. Baird is the income beneficiary and the issue of Jane D. Baird are the remainder beneficiaries under a trust agreement dated 12/23/38. (4) Anne S. Baird and the issue of Anne S. Baird are the beneficiaries of this trust established under the Will of Margaret deMorini. (b) For each persons named in paragraph (a), that person has sole voting and sole dispositive power over the Shares enumerated in paragraph (a). (c) The following purchases of the Shares were effected during the past sixty days:
Price/Share (in Dollars Commissions Purchase In The Number of not Transaction Name Of Date Shares included) Made Through The Cameron 9/17/97 2,500 4 3/4 Fahnestock & Co Baird 9/17/97 10,000 4 5/8 Fahnestock & Co Foundation Jane D. Baird 7/29/97 2,500 5 1/8 Fahnestock & Co 8/5/97 2,500 5 1/8 Fahnestock & Co 8/12/97 2,500 5 1/8 Fahnestock & Co 8/15/97 2,500 5 Fahnestock & Co 9/5/97 2,500 4 7/8 Fahnestock & Co
(d) Not applicable (e) Not applicable 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. DATED this 25th day of September, 1997. THE CAMERON BAIRD FOUNDATION By: s/Brian D. Baird Brian D. Baird, Trustee BRENT D. BAIRD and JANE D. BAIRD By: s/Brian D. Baird Brian D. Baird, Attorney -----END PRIVACY-ENHANCED MESSAGE-----