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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. 19)*
A. O. SMITH CORPORATION
(Name of Issuer)
Class A Common Stock, $5.00 par value
(Title of Class of Securities)
831-865-10-0
(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).
(Continued on following page(s))
CUSIP No. 831-865-10-0 13G
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Smith Investment Company IRS ID #39-6043416
Lloyd B. Smith SS ####-##-####
Arthur O. Smith SS ####-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Smith Investment Company - Nevada
Lloyd B. Smith - United States
Arthur O. Smith - United States
NUMBER OF 5 SOLE VOTING POWER
SHARES Smith Investment Company - 8,067,252
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH 7 SOLE DISPOSITIVE POWER
REPORTING Smith Investment Company - 8,067,252
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Smith Investment Company - 8,067,252
Lloyd B. Smith - 0
Arthur O. Smith - 0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
Lloyd B. Smith /x/
Arthur O. Smith /x/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Smith Investment Company - 92.7%
Lloyd B. Smith - 0%
Arthur O. Smith - 0%
12 TYPE OF REPORTING PERSON*
Smith Investment Company - CO
Lloyd B. Smith - IN
Arthur O. Smith - IN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1(a) Name of Issuer:
A. O. Smith Corporation
Item 1(b) Address of Issuer's Principal Executive Officers:
11270 West Park Place
Milwaukee, Wisconsin 53224
Item 2(a) Name of Person Filing:
Smith Investment Company I.R.S. I.D. No. 39-6043416
Lloyd B. Smith -- S.S. No. ###-##-####
Arthur O. Smith -- S.S. No. ###-##-####
Item 2(b) Address of Principal Business Office or, if note, Residence:
Smith Investment Company
11270 West Park Place
Milwaukee, Wisconsin 53224
Lloyd B. Smith
11270 West Park Place
Milwaukee, Wisconsin 53224
Arthur O. Smith
11270 West Park Place
Milwaukee, Wisconsin 53224
Item 2(c) Citizenship
Nevada -- Smith Investment Company
United States -- Lloyd B. Smith and Arthur O. Smith
Item 2(d) Title of Class or Securities:
Class A Common Stock, $5.00 par value
Item 2(e) CUSIP Number
831-865-10-0
Item 3 If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
Not applicable
Item 4. Ownership
As of December 31, 1998, Smith Investment Company owned
8,067,252 shares of A. O. Smith Corporation Class A Common
Stock or approximately 92.7% of the outstanding stock. Smith
Investment Company has sole power to vote and dispose of
such shares.
Mr. Arthur O. Smith is a director of Smith Investment
Company. He retired as Chairman and Chief Executive Officer
of Smith Investment Company in January 1999. During 1993,
Mr. Lloyd B. Smith retired as Vice President and a director
of Smith Investment Company.
On December 31, 1998, Arthur O. Smith owned
beneficially 235,590 shares, and his wife owned of record
and beneficially 6,970 shares of the outstanding common
stock of Smith Investment Company ("SICO") and 399,560
shares were held in various trusts for the benefit of the
wife and issue of Arthur O. Smith. On December 31, 1998,
Lloyd B. Smith owned beneficially 1,924 shares of the
outstanding common stock of SICO and 624,086 shares were
held in various trusts for the benefit of the wife and issue
of Lloyd B. Smith. In addition, Messrs. Smith were trustees
of various trusts for the benefit of persons other than
themselves, their wives and issue, which trusts held an
aggregate of 1,003,520 shares of the common stock of SICO
outstanding on December 31, 1998. Messrs. Smith have shared
investment and voting power on all trusts for which they are
co-trustees. On all other trusts one or the other shares
trust powers with at least one other person. The shares of
common stock of SICO held beneficially by Messrs. Smith and
their wives, together with shares held by Messrs. Smith in
trust for others comprised 68.5% of the 3,317,066
outstanding shares of common stock of SICO on December 31,
1998. Messrs. Smith disclaim that any of the foregoing
interests in the common stock of SICO constitute beneficial
ownership of any Class A Common Stock of A. O. Smith
Corporation.
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
Not applicable
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.
SMITH INVESTMENT COMPANY
/s/ Bruce M. Smith
Bruce M. Smith, Chairman & CEO
February 2, 1999
/s/ Lloyd B. Smith
Lloyd B. Smith
February 2, 1999
/s/ Arthur O. Smith
Arthur O. Smith
February 2, 1999