SC 13G/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 10)
MIDWEST GRAIN PRODUCTS, INC.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
59832G 104
(CUSIP Number)
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.)
*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).
Page 1 of 5 Pages
CUSIP No. 59832G 104 13G Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
Midwest Grain Products, Inc.
Employee stock Ownership Plan
48-6107197
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
- -----------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF 76,700
SHARES __________________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 897,496
EACH __________________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 76,700
WITH __________________________________________________
8 SHARED DISPOSITIVE POWER
897,496
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
974,196
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
The Reporting Person disclaims beneficial ownership [ ] in all the shares
in Row 9.
- -----------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.18%
- -----------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
EP
- -----------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 3 of 5 Pages
SCHEDULE 13G
For Midwest Grain Products, Inc.
Employee Stock Ownership Plan
Item 1(a) Name of Issuer: Midwest Grain Products, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
1300 Main Street
Atchison, Kansas 66002
Item 2(a) Name of Person Filing:
Midwest Grain Products, Inc.
Employee Stock Ownership Plan
Item 2(b) Address of Principal Business Office or, if None, Residence:
1300 Main Street
Atchison, Kansas 66002
Item 2(c) Citizenship: Kansas
Item 2(d) Title of Class of Securities: Common Stock, No Par Value
Item 2(e) CUSIP Number: 59832G 104
Item 3 If this Statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(f) [x] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employment Retirement Income Security Act of 1974
or Endowment Fund.
Item 4 Ownership:
The following information is provided as of December 31, 1998:
(a) Amount Beneficially Owned:
974,196
(b) Percent of Class, based on 9,573,872 shares outstanding:
10.18%
Page 4 of 5 Pages
(c) Number of Shares as to Which Such Person has:
(i) Sole Voting Power to Vote or to Direct the Vote:
76,700
(ii) Shared Power to Vote or Direct the Vote:
897,496
(iii) Sole Power to Dispose or to Direct the Disposition of:
76,700
(iv) Shared Power to Dispose or to Direct the Disposition of:
897,496
The Midwest Grain Products Employee Stock Ownership Plan disclaims
beneficial ownership in all of the above-referenced shares.
The reporting person is the principal stock ownership plan of Midwest Grain
Products, Inc. The Employee Stock Ownership Plan and each of the subsidiary
employee stock ownership plans are managed by five Trustees consisting of
Laidacker M. Seaberg, Robert G. Booe, Randy M. Schrick, Brian Cahill and Dave
Rindom, all of whom are employees of Midwest Grain Products, Inc., and all of
whom have addresses at 1300 Main Street, Atchison, Kansas 66002. The other
Midwest Grain Products, Inc. employee stock ownership plans, which are also
managed by the five Trustees, and which shareholdings are included in the
890,593 shares mentioned above are: (a) Illinois Non Union ESOP; (b) Illinois
Union ESOP; and (c) Union ESOP.
The Trustees of the Plans are obligated to vote the shares which are
allocated to participants (887,496 shares at December 31, 1998) in accordance
with instructions given by such participants. Unallocated shares (76,700 shares
at December 31, 1998) are voted by the trustees.
Item 5 Ownership of 5% or less of a class:
Not applicable
Item 6 Ownership of more than 5% on behalf of another person:
Not applicable
Page 5 of 5 Pages
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
Not applicable
SIGNATURE
After reasonable inquiry and to the best of the knowledge of the
undersigned, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
MIDWEST GRAIN PRODUCTS, INC.
EMPLOYEE STOCK OWNERSHIP PLAN
February 8, 1999 s/Robert G. Booe
Date________________________ By:___________________________
Robert G. Booe, Trustee and
Member of the Administrative
Committee