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American Business Products Inc Profit Sharing Retire Trust, et al. – ‘SC 13G/A’ on 2/12/99 re: American Business Products Inc

As of:  Friday, 2/12/99   ·   Accession #:  950144-99-1537   ·   File #:  5-30506

Previous ‘SC 13G’:  ‘SC 13G’ on 2/13/98   ·   Latest ‘SC 13G’:  This Filing

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/12/99  American Business Prods Inc P… Tr SC 13G/A               1:29K  American Business Products Inc    Bowne of Atlanta Inc/FA
          American Business Products Inc Profit Sharing Retire Trust
          Henry Curtis VII
          John H Karr
          Larry L Gellerstedt III
          Robert J Dahl
          Thomas R Carmondy

Amendment to Statement of Beneficial Ownership   —   Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    American Business Products Inc/Abp Profit Sharing     26     61K 


Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
8Item 1(a). Name of Issuer:
"Item 1(b). Address of Issuer's Principal Executive Offices
"Item 2(a). Name of Person Filing:
"Item 2(b). Address of Principal Business Office
"Item 2(c). Citizenship:
"Item 2(d). Title of Class of Securities:
"Item 2(e). CUSIP Number:
"Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
9Item 4. Ownership
"Item 5. Ownership of Five Percent or Less of a Class:
"Item 6. Ownership of More than Five Percent on Behalf of Another Person:
10Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
"Item 8. Identification and Classification of Members of the Group
"Item 9. Notice of Dissolution of Group
"Item 10. Certification
12Item 3. If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ]
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------------------------- SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* AMERICAN BUSINESS PRODUCTS, INC. (Name of Issuer) COMMON STOCK, $2 PAR VALUE (Title of Class of Securities) 024763104 (CUSIP Number) N/A (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) *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). Page 1 of 26 pages
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CUSIP No. 024763104 13G Page 2 of 26 pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON American Business Products, Inc. Profit Sharing Retirement Plan 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) _______ (b) _______ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 749,862 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 749,862 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 749,862 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.86% 12. TYPE OF REPORTING PERSON EP
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CUSIP No. 024763104 13G Page 3 of 26 pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Thomas R. Carmody 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) _______ (b) _______ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5. SOLE VOTING POWER 40,139 6. SHARED VOTING POWER 51,547 7. SOLE DISPOSITIVE POWER 40,139 8. SHARED DISPOSITIVE POWER 51,547 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 91,686 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .59% 12. TYPE OF REPORTING PERSON IN
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CUSIP No. 024763104 13G Page 4 of 26 pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Henry Curtis VII 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) _______ (b) _______ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5. SOLE VOTING POWER 217,532 6. SHARED VOTING POWER 21,093 7. SOLE DISPOSITIVE POWER 138,025 8. SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 138,025 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ X ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .90% 12. TYPE OF REPORTING PERSON IN
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CUSIP No. 024763104 13G Page 5 of 26 pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Larry L. Gellerstedt, III, individually and as Co-Trustee of the American Business Products, Inc. Profit Sharing Retirement Plan 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) _______ (b) _______ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5. SOLE VOTING POWER 72,242 6. SHARED VOTING POWER 749,862 7. SOLE DISPOSITIVE POWER 72,242 8. SHARED DISPOSITIVE POWER 749,862 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 72,242 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ X ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .47% 12. TYPE OF REPORTING PERSON IN
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CUSIP No. 024763104 13G Page 6 of 26 pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON John H. Karr, individually and as Co-Trustee of the American Business Products, Inc. Profit Sharing Retirement Plan 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) _______ (b) _______ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5. SOLE VOTING POWER 1,920 6. SHARED VOTING POWER 749,862 7. SOLE DISPOSITIVE POWER 1,920 8. SHARED DISPOSITIVE POWER 749,862 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,920 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ X ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Less than .01%. 12. TYPE OF REPORTING PERSON IN
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CUSIP No. 024763104 13G Page 7 of 26 pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Robert J. Dahl, individually and as Co-Trustee of the American Business Products, Inc. Profit Sharing Retirement Plan 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) _______ (b) _______ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5. SOLE VOTING POWER 13,060 6. SHARED VOTING POWER 746,690.6792 7. SOLE DISPOSITIVE POWER 13,060 8. SHARED DISPOSITIVE POWER 746,690.6792 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,515.6792 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ X ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 .09% 12. TYPE OF REPORTING PERSON IN
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STATEMENT ON SCHEDULE 13G FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON BEHALF OF AMERICAN BUSINESS PRODUCTS, INC. PROFIT SHARING RETIREMENT PLAN Item 1(a). Name of Issuer: AMERICAN BUSINESS PRODUCTS, INC. Item 1(b). Address of Issuer's Principal Executive Offices 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(a). Name of Person Filing: AMERICAN BUSINESS PRODUCTS, INC. PROFIT SHARING RETIREMENT PLAN Item 2(b). Address of Principal Business Office 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(c). Citizenship: United States of America Item 2(d). Title of Class of Securities: Common Stock, $2 par value Item 2(e). CUSIP Number: 024763 10 4 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (f) [X] An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F) Page 8 of 26 pages
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Item 4. Ownership. (a) Amount beneficially owned: 749,862 (b) Percent of class: 4.86% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: 749,862 (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: 749,862 Item 5. Ownership of Five Percent or Less of a Class: 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 [ X ]. Item 6. Ownership of More than Five Percent on Behalf of Another Person: Larry L. Gellerstedt, III, John H. Karr and Robert J. Dahl are trustees ("Trustees") of the trust (the "Trust") created pursuant to the American Business Products, Inc. Profit Sharing Retirement Plan (the "Plan") which holds 749,862 shares of Common Stock on behalf of the Plan, all of which have been allocated to the accounts of Plan participants as of December 31, 1998. Thomas R. Carmody and Henry Curtis VII resigned as Trustees of the Trust during 1998. VOTING RIGHTS. Under the terms of the Plan, the participants have the right to direct the Trustee as to the exercise of all voting rights with respect to the whole shares of Common Stock allocated to the participant's account. Fractional shares and any whole shares for which participants do not give instructions are voted by the Trustees as they deem to be proper. Voting procedures are developed to ensure confidentiality. TENDER OFFER RIGHTS. Each participant has the right to direct the Trustees as to whether, in accordance with the terms of any tender offer for shares of Common Stock, to tender the whole shares of Common Stock attributable to his account, and the Trustees must follow the directions to the extent they are proper. Fractional shares and any whole shares for which directions are not received will be tendered by the Trustees in the same proportion as the whole shares that are tendered by the tendering participants. INVESTMENT POWER. Under the terms of the Plan, the Stock Bonus Accounts, and all undistributed income accruing thereon, must be invested by the Trustees primarily in Common Stock. Pending distribution of fractional shares or permanent investment of assets of the Stock Bonus Accounts in Common Stock, the Trustees may temporarily hold cash and may invest the assets in high-quality short-term or money equivalent investments. Page 9 of 26 pages
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POWER TO DISPOSE OF COMMON STOCK. Under the terms of the Plan, any distribution of a Stock Bonus Account to a participant must be in the form of a single sum distribution payable in whole shares of Common Stock. Any remaining amount representing a fractional share of Common Stock is paid in cash. The Trustees have the power to dispose of shares of Common Stock to the extent necessary to make cash payments representing fractional shares. Mr. Gellerstedt and Mr. Karr disclaim any beneficial ownership in the shares held by the Trust. Mr. Dahl disclaims any beneficial ownership in the shares held by the Trust, other than the shares allocated to his respective account. The amount reported in Row 9 does not include shares of Common Stock beneficially owned or deemed to be beneficially owned by the Trustees in their individual capacity and not as Trustees of the Trust. 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 acquired and are held in the ordinary course of business and 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. Page 10 of 26 pages
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SIGNATURE After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. AMERICAN BUSINESS PRODUCTS, INC. PROFIT SHARING RETIREMENT PLAN Date: February 10, 1999 By: /s/ Larry L. Gellerstedt, III ----------------------------------- Larry L. Gellerstedt, III, Trustee Date: February 10, 1999 By: /s/ John H. Karr ----------------------------------- John H. Karr, Trustee Date: February 11, 1999 By: /s/ Robert J. Dahl ----------------------------------- Robert J. Dahl, Trustee Page 11 of 26 pages
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STATEMENT ON SCHEDULE 13G FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON BEHALF OF THOMAS R. CARMODY Item 1(a). Name of Issuer: AMERICAN BUSINESS PRODUCTS, INC. Item 1(b). Address of Issuer's Principal Executive Offices 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(a). Name of Person Filing: Thomas R. Carmody Item 2(b). Address of Principal Business Office 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(c). Citizenship: United States Item 2(d). Title of Class of Securities: Common Stock, $2 par value Item 2(e). CUSIP Number: 024763 10 4 Item 3. If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ] Item 4. Ownership as of December 31, 1998. (a) Amount beneficially owned: 91,686 The shares shown include 51,547 shares owned jointly by Mr. Carmody and his wife and 33,000 shares which Mr. Carmody may acquire upon the exercise of stock options. Page 12 of 26 pages
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(b) Percent of class: .59% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 40,139 (ii) shared power to vote or to direct the vote: 51,547 (iii) sole power to dispose or to direct the disposition of: 40,139 (iv) shared power to dispose or to direct the disposition of: 51,547 Item 5. Ownership of Five Percent or Less of a Class: 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 [X]. 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, I certify that, to the best of my 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. Page 13 of 26 pages
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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. Date: February 11, 1999 By: /s/ Thomas R. Carmody ----------------------- Thomas R. Carmody Page 14 of 26 pages
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STATEMENT ON SCHEDULE 13G FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON BEHALF OF HENRY CURTIS VII Item 1(a). Name of Issuer: AMERICAN BUSINESS PRODUCTS, INC. Item 1(b). Address of Issuer's Principal Executive Offices 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(a). Name of Person Filing: Henry Curtis VII Item 2(b). Address of Principal Business Office 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(c). Citizenship: United States Item 2(d). Title of Class of Securities: Common Stock, $2 par value Item 2(e). CUSIP Number: 024763 10 4 Item 3. If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ] Item 4. Ownership as of December 31, 1998. (a) Amount beneficially owned: 138,025 The shares shown include 6,950 shares which Mr. Curtis may acquire upon the exercise of stock options; 1,458 shares allocated to his account under the Plan and 98 shares allocated to his account under the American Business Products, Inc. Employee Savings Plan (the "Employee Savings Page 15 of 26 pages
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Plan"). The shares shown do not include 79,507 shares voted by Mr. Curtis as trustee of certain family trusts and for which he disclaims beneficial ownership or 21,093 shares for which he shares voting and investment power as co-trustee of a family trust and for which he disclaims any beneficial ownership. (b) Percent of class: .90% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 217,532 (ii) shared power to vote or to direct the vote: 21,093 (iii) sole power to dispose or to direct the disposition of: 138,025 (iv) shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class: If this statement is being filed to report 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 [X]. 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, I certify that, to the best of my 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 Page 16 of 26 pages
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securities and were not acquired and are not held in connection with or as a participant in any transaction having that 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. Date: February 10, 1999 By: /s/ Henry Curtis VII ---------------------- Henry Curtis VII Page 17 of 26 pages
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STATEMENT ON SCHEDULE 13G FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON BEHALF OF LARRY L. GELLERSTEDT, III Item 1(a). Name of Issuer: AMERICAN BUSINESS PRODUCTS, INC. Item 1(b). Address of Issuer's Principal Executive Offices 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(a). Name of Person Filing: Larry L. Gellerstedt, III, individually and as Trustee of the American Business Products, Inc. Profit Sharing Retirement Plan Item 2(b). Address of Principal Business Office 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(c). Citizenship: United States Item 2(d). Title of Class of Securities: Common Stock, $2 par value Item 2(e). CUSIP Number: 024763 10 4 Item 3. If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ] Item 4. Ownership as of December 31, 1998. (a) Amount beneficially owned: 72,242 The shares shown include 50,000 shares which Mr. Gellerstedt may acquire upon the exercise of stock options. Page 18 of 26 pages
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(b) Percent of class: .47% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 72,242 (ii) shared power to vote or to direct the vote: 749,862 (iii) sole power to dispose or to direct the disposition of: 72,242 (iv) shared power to dispose or to direct the disposition of: 749,862 Item 5. Ownership of Five Percent or Less of a Class: 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 [X]. Item 6. Ownership of More than Five Percent on Behalf of Another Person: The shares shown in response to Item 4(a) do not include 749,862 shares for which Mr. Gellerstedt shares investment and voting power as co-trustee of the Trust. The first five paragraphs of the response by the Plan to Item 6 of this Schedule 13G are incorporated herein by reference. Mr. Gellerstedt disclaims beneficial ownership of the shares held by the Trust. 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, I certify that, to the best of my 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. Page 19 of 26 pages
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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. Date: February 10, 1999 By: /s/ Larry L. Gellerstedt, III --------------------------------- Larry L. Gellerstedt, III Page 20 of 26 pages
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STATEMENT ON SCHEDULE 13G FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON BEHALF OF JOHN H. KARR Item 1(a). Name of Issuer: AMERICAN BUSINESS PRODUCTS, INC. Item 1(b). Address of Issuer's Principal Executive Offices 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(a). Name of Person Filing: John H. Karr, individually and as Trustee of the American Business Products, Inc. Profit Sharing Retirement Plan Item 2(b). Address of Principal Business Office 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(c). Citizenship: United States Item 2(d). Title of Class of Securities: Common Stock, $2 par value Item 2(e). CUSIP Number: 024763 10 4 Item 3. If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ] Item 4. Ownership as of December 31, 1998. (a) Amount beneficially owned: 1,920 Page 21 of 26 pages
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The shares shown include 1,750 shares which Mr. Karr may acquire upon the exercise of stock options and 13 shares allocated to his account under the Employee Savings Plan. (b) Percent of class: Less than .01% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 1,920 (ii) shared power to vote or to direct the vote: 749,862 (iii) sole power to dispose or to direct the disposition of: 1,920 (iv) shared power to dispose or to direct the disposition of: 749,862 Item 5. Ownership of Five Percent or Less of a Class: 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 [X]. Item 6. Ownership of More than Five Percent on Behalf of Another Person: The shares shown in response to Item 4(a) do not include 749,862 shares for which Mr. Karr shares investment and voting power as co-trustee of the Trust. The first five paragraphs of the response by the Plan to Item 6 are incorporated herein by reference. Mr. Karr disclaims beneficial ownership of the shares held by the Trust. 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, I certify that, to the best of my 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. Page 22 of 26 pages
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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. Date: February 10, 1999 By: /s/ John H. Karr ------------------------- John H. Karr Page 23 of 26 pages
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STATEMENT ON SCHEDULE 13G FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON BEHALF OF ROBERT J. DAHL Item 1(a). Name of Issuer: AMERICAN BUSINESS PRODUCTS, INC. Item 1(b). Address of Issuer's Principal Executive Offices 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(a). Name of Person Filing: Robert J. Dahl, individually and as Trustee of the American Business Products, Inc. Profit Sharing Retirement Plan Item 2(b). Address of Principal Business Office 2100 RiverEdge Parkway, Suite 1200, Atlanta, GA 30328 Item 2(c). Citizenship: United States Item 2(d). Title of Class of Securities: Common Stock, $2 par value Item 2(e). CUSIP Number: 024763 10 4 Item 3. If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ] Item 4. Ownership as of December 31, 1998. (a) Amount beneficially owned: 14,515.6792 Page 24 of 26 pages
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The shares shown include 8,305 shares which Mr. Dahl may acquire upon the exercise of stock options; 1,455.6792 shares held jointly with his wife; 4,627 shares allocated to Mr. Dahl's account under the Plan and 128 shares allocated to his account under the Employee Savings Plan. (b) Percent of class: .09% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 13,060 (ii) shared power to vote or to direct the vote: 746,690.6792 (iii) sole power to dispose or to direct the disposition of: 13,060 (iv) shared power to dispose or to direct the disposition of: 746,690.6792 Item 5. Ownership of Five Percent or Less of a Class: 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 [X]. Item 6. Ownership of More than Five Percent on Behalf of Another Person: The shares shown in response to Item 4(a) do not include 745,235 shares for which Mr. Dahl shares investment and voting power as co-trustee of the Trust. The first five paragraphs of the response by the Plan to Item 6 are incorporated herein by reference. Mr. Dahl disclaims beneficial ownership of the shares held by the Trust, other than the 8,305 shares allocated to his account. 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, I certify that, to the best of my 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. Page 25 of 26 pages
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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. Date: February 11, 1999 By: /s/ Robert J. Dahl ---------------------- Robert J. Dahl Page 26 of 26 pages

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Filing Submission 0000950144-99-001537   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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