UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.___ )*
TOR Minerals International, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
890878101
(CUSIP Number)
December 31, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o 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 that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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NAME OF REPORTING PERSON.
Mark A. Graber |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) o |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION: |
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United States |
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SOLE VOTING POWER |
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| NUMBER OF |
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477,533 |
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| SHARES |
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SHARED VOTING POWER |
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| BY OWNED BY |
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675,360(*) |
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| EACH |
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SOLE DISPOSITIVE POWER |
| REPORTING |
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| PERSON |
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477,533 |
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| WITH: |
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SHARED DISPOSITIVE POWER |
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675,360(*) |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: |
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1,152,893. |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): |
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11.7%. |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): |
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IN. |
(*) The shares of common
stock of the Issuer (the “Shares”) set forth in Items (6)
and (8) include (i) 10,000 Shares owned by Mrs. Yolanda Graber, the
Reporting Person’s wife and on whose behalf the Reporting Person has voting
control, (ii) 635,360 Shares owned by X-L Investments, a Texas general partnership
in which the Reporting Person is a partner and has voting control, and (iii)
30,000 shares owned by Four Star Investments, a Texas general
partnership over which the Reporting Person has voting control.
Page 2 of 4 pages
Item 1 (a). Name of Issuer:
The name of the issuer is TOR Minerals International,
Inc. (“Issuer”).
Item l(b). Address of Issuer’s Principal Executive Offices:
The Issuer’s principal executive offices are located at 722 Burleson Street,
Corpus Christi, Texas 78402.
Item 2(a). Name of Persons Filing:
Pursuant to Regulation 13D-G under the Securities Exchange Act of 1934, as amended (the
“Act”), Mark A. Graber, the undersigned “Reporting Person,” hereby files this Schedule 13G
Statement. Additionally, information is included herein with respect to Ms. Yolanda Graber, the
Reporting Person’s wife and on whose behalf the Reporting Person has voting control (“Yolanda
Graber”), X-L Investments, a Texas general partnership in which the Reporting Person is a partner
and has voting control (“X-L”), and Four Star Investments, a Texas general partnership over which
the Reporting Person has voting control (“Four Star”). The Reporting Person, Yolanda Graber, X-L
and Four Star are sometimes hereinafter collectively referred to as the “Item 2 Persons.” The Item
2 Persons are making this single, joint filing because they may be deemed to constitute a “group”
within the meaning of Section 13(d)(3) of the Act, although neither the fact of this filing nor
anything contained herein shall be deemed to be an admission by the Item 2 Persons that such a
group exists.
Item 2(b). Address of Principal Business Office or, if none, Residence:
The address of the principal business office or residence of each of the Item 2 Persons is 56
Oakwell Farms Parkway, San Antonio, Texas 78218.
Item 2(c). Citizenship:
All of the natural persons listed in Item 2(a) are citizens of the
United States of America.
Item 2(d). Title of Class of Securities:
This Schedule 13G Statement relates to the Issuer’s common stock, $0.25 par
value (the “Stock”).
Item 2(e). CUSIP Number:
The CUSIP number of the Stock is
890878101.
Item 3.
Not Applicable.
Item 4.
Ownership
(a)-(b)
The Reporting Person is deemed, pursuant to Rule 13d-3 of the Act, to be the beneficial owner
of 1,152,893 shares of Stock, which constitutes approximately 11.7% of the outstanding shares of
the Stock.
(c)
The Reporting Person has the sole power to vote or to direct the vote and to dispose or to
direct the disposition of 477,533 shares of the Stock
The Reporting Person has shared power to vote or to direct the vote and to dispose or to
direct the disposition of 675,360 shares of the Stock.
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable.
Page 3 of 4 pages
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.
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.
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1-13-09
Date
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/s/ Mark A. Graber
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Signature |
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Mark A. Graber
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Name/Title |
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Page 4 of 4 pages