MESABI TRUST — Major Shareholding Notification 1997

Feb 13, 1997

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------- SCHEDULE 13G Information statement pursuant to Rule 13d-1 and 13d-2 (Amendment No. ) ------------------------------------------------------------------- Mesabi Trust ------------------------------------------------------------------- (Name of issuer) Certificates of Beneficial Interest ------------------------------------------------------------------- (Title of class of securities) 590 672 101 ------------------------------------------------------------------- (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.) (Continued on following page(s)) (Page 1 of 5 Pages) - -------------- * 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 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). - ----------------------------- ----------------------------- 13G CUSIP No. 590 672 101 Page 2 of 5 Pages - ----------------------------- ----------------------------- - ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS Long Term Investment Trust (F.K.A. AT&T Master Pension Trust) - ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)// (b)// - ---------------------------------------------------------------- 3 SEC USE ONLY - ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York - ---------------------------------------------------------------- SOLE VOTING POWER NUMBER 5 1,305,000 OF ---------------------------------------- SHARES SHARED VOTING POWER BENEFICIALLY 6 0 OWNED ---------------------------------------- SOLE DISPOSITIVE POWER BY 7 1,305,000 EACH ---------------------------------------- REPORTING SHARED DISPOSITIVE POWER PERSON 8 0 WITH - ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,305,000 - ---------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) ___ EXCLUDES CERTAIN SHARES /___/ - ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.95% - ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON EP - ---------------------------------------------------------------- SEE INSTRUCTIONS BEFORE FILLING OUT! * Held by Northern Trust as trustee of the Long Term Investment Trust CUSIP No. 590 672 101 Page 3 of 5 SCHEDULE 13G Item 1(a). Name of Issuer: Mesabi Trust Item 1(b). Address of Issuer's Principal Executive Offices: c/o Bankers Trust Company, Attn. Virginia Cheng, Corporate Trust Division PO Box 318 Church St. Station New York, NY 10015 Item 2(a). Name of Person Filing: See Item 1 of Page 2 Item 2(b). Address of Principal Business Office or, if none, Residence: The Northern Trust Company as Trustee 50 S. LaSalle Street, Chicago, IL 60675 Item 2(c). Citizenship: See Item 4 of Page 2 Item 2(d). Title of Class of Securities: Certificates of Beneficial Interest Item 2(e). CUSIP Number: 590 672 101 Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or dealer registered under Section 15 of the Act, (b) [ ] Bank as defined in Section 3(a)(6) of the Act, (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act, (d) [ ] Investment Company registered under Section 8 of the Investment Company Act, (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, (f) [XXX] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F), (g) [ ] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G); see Item 7, (h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H). CUSIP No. 590 672 101 Page 4 of 5 Item 4. Ownership (a) Amount Beneficially Owned: See Item 9 of Page 2 (b) Percent of Class: See Item 11 of Page 2 (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote - See Item 5 of Page 2 (ii) Shared power to vote or to direct the vote - See Item 6 of Page 2 (iii) Sole power to dispose or to direct the disposition of - See Item 7 of Page 2 (iv) Shared power to dispose or to direct the disposition of - See Item 8 of Page 2 Item 5. Ownership of Five Percent or Less of a Class Not applicable to Reporting Person Item 6. Ownership of More than Five Percent on Behalf of Another Person: Not applicable to Reporting Person Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: Not applicable to Reporting Person Item 8. Identification and Classification of Members of the Group: Not applicable to Reporting Person Item 9. Notice of Dissolution of a Group: Not applicable to Reporting Person Item 10. Certification: CUSIP No. 590 672 101 Page 5 of 5 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. LONG TERM INVESTMENT TRUST By: AT&T Investment Management Corporation as named fiduciary of Trust By: \s\ Peter Rosoff -------------------------------- Name: Peter Rosoff Title: Vice President Dated: February 13, 1997