-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ifxt324IFc4bOMV5olv78bXrfcDUIpUYX0auTSYFhgrT2kX2rpLc5x59sq1/a7so zrimiS/ZIBa+JvL0ff5kow== 0000906344-07-000138.txt : 20070209 0000906344-07-000138.hdr.sgml : 20070209 20070208173303 ACCESSION NUMBER: 0000906344-07-000138 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070209 DATE AS OF CHANGE: 20070208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADAMS EXPRESS CO CENTRAL INDEX KEY: 0000002230 IRS NUMBER: 134912740 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-51101 FILM NUMBER: 07593742 BUSINESS ADDRESS: STREET 1: SEVEN ST PAUL ST STE 1140 CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4107525900 MAIL ADDRESS: STREET 1: 7 ST PAUL STREET SUITE 1140 CITY: BALTIMORE STATE: MD ZIP: 21202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERGSTROM ERIK E CENTRAL INDEX KEY: 0000949041 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 4153230596 MAIL ADDRESS: STREET 1: P O BOX 126 CITY: PALO ALTO STATE: CA ZIP: 94302 SC 13G/A 1 adam13g8.txt SCHEDULE 13G AMENDMENT NO. 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* THE ADAMS EXPRESS COMPANY (Name of Issuer) Common Stock (Title of Class of Securities) 006212104 (CUSIP Number) December 31, 2006 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [x] Rule 13d-1(c) [ ] 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). CUSIP 006212104 SCHEDULE 13G Page 2 of 14 1. Names of Reporting Persons Erik E. Bergstrom I.R.S. Identification Nos. of above persons (entities only). 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [x] 3. SEC Use Only 4. Citizenship or Place of Organization USA Number of 5. Sole Voting Power 0 Shares Beneficially 6. Shared Voting Power 7,900,000 Owned by Each 7. Sole Dispositive Power 0 Reporting Person With 8. Shared Dispositive Power 7,900,000 11. Aggregate Amount Beneficially Owned by Each 7,900,000 Reporting Person 12. Check if the Aggregate Amount in Row (9) Excludes Certain [ ] Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (9) 9.1% 14. Type of Reporting Person (See Instructions) IN CUSIP 006212104 SCHEDULE 13G Page 3 of 14 1. Names of Reporting Erik E. Bergstrom Living Trust U/A Dated Persons. 12/6/74 I.R.S. Identification Nos. of above persons (entities only). 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [x] 3. SEC Use Only 4. Citizenship or Place of Organization California Number of 5. Sole Voting Power 0 Shares Beneficially 6. Shared Voting Power 2,915,000 Owned by Each 7. Sole Dispositive Power 0 Reporting Person With 8. Shared Dispositive Power 2,915,000 11. Aggregate Amount Beneficially Owned by Each 2,915,000 Reporting Person 12. Check if the Aggregate Amount in Row (9) Excludes Certain [ ] Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (9) 3.4% 14. Type of Reporting Person (See Instructions) OO CUSIP 006212104 SCHEDULE 13G Page 4 of 14 1. Names of Reporting Persons Edith H. Bergstrom I.R.S. Identification Nos. of above persons (entities only). 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [x] 3. SEC Use Only 4. Citizenship or Place of Organization USA Number of 5. Sole Voting Power 0 Shares Beneficially 6. Shared Voting Power 100,000 Owned by Each 7. Sole Dispositive Power 0 Reporting Person With 8. Shared Dispositive Power 100,000 11. Aggregate Amount Beneficially Owned by Each 100,000 Reporting Person 12. Check if the Aggregate Amount in Row (9) Excludes Certain [ ] Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (9) 0.1% 14. Type of Reporting Person (See Instructions) IN CUSIP 006212104 SCHEDULE 13G Page 5 of 14 1. Names of Reporting Edith H. Bergstrom Living Trust U/A Dated Persons. 12/6/74 I.R.S. Identification Nos. of above persons (entities only). 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [x] 3. SEC Use Only 4. Citizenship or Place of Organization California Number of 5. Sole Voting Power 0 Shares Beneficially 6. Shared Voting Power 100,000 Owned by Each 7. Sole Dispositive Power 0 Reporting Person With 8. Shared Dispositive Power 100,000 11. Aggregate Amount Beneficially Owned by Each 100,000 Reporting Person 12. Check if the Aggregate Amount in Row (9) Excludes Certain [ ] Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (9) 0.1% 14. Type of Reporting Person (See Instructions) OO CUSIP 006212104 SCHEDULE 13G Page 6 of 14 1. Names of Reporting Erik E. and Edith H. Bergstrom Foundation, a Persons. Charitable Trust I.R.S. Identification Nos. of above persons (entities only). 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [x] 3. SEC Use Only 4. Citizenship or Place of Organization California Number of 5. Sole Voting Power 0 Shares Beneficially 6. Shared Voting Power 4,885,000 Owned by Each 7. Sole Dispositive Power 0 Reporting Person With 8. Shared Dispositive Power 4,885,000 11. Aggregate Amount Beneficially Owned by Each 4,885,000 Reporting Person 12. Check if the Aggregate Amount in Row (9) Excludes Certain [ ] Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (9) 5.6% 14. Type of Reporting Person (See Instructions) CO CUSIP 006212104 SCHEDULE 13G Page 7 of 14 Item 1 (a) Name of Issuer The Adams Express Company (b) Address of Issuer's Principal Executive Offices: 7 St. Paul Street, Suite 1140, Baltimore, Maryland 21202 Item 2. (a) Names of Persons Filing Erik E. Bergstrom Erik E. Bergstrom Living Trust U/A Dated 12/6/74 Edith H. Bergstrom Edith H. Bergstrom Living Trust U/A Dated 12/6/74 Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust (b) Address of Principal Business Office or, if none, Residence The business address of Erik E. Bergstrom, Erik E. Bergstrom Living Trust U/A Dated 12/6/74, Edith H. Bergstrom and Edith H. Bergstrom Living Trust U/A Dated 12/6/74 is P.O. Box 126, Palo Alto, California 94302. The business address of the Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust is P.O. Box 520, Palo Alto, California 94302. (c) Citizenship See Items 4 to pages 2-6 which Items are incorporated by reference herein. (d) Title of Class of Securities Common Stock (e) CUSIP Number 006212104 CUSIP 006212104 SCHEDULE 13G Page 8 of 14 Item 3. If this statement is filed pursuant to sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: [ ] (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). [ ] (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). [ ] (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). [ ] (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). [ ] (e) An investment adviser in accordance with section 240.13d- 1(b)(1)(ii)(E); [ ] (f) An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F); [ ] (g) A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G); [ ] (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); [ ] (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); [ ] (j) Group, in accordance with section 240.13d-1(b)(1)(ii)(J). CUSIP 006212104 SCHEDULE 13G Page 9 of 14 Item 4. Ownership. The following table specifies as of January 31, 2007 the number of shares of Common Stock as to which each person named in Item 2(a) has sole or shared power to vote or direct the vote or to dispose or direct the disposition, as well as the percentages such shares constitute of the Common Stock reported to be outstanding as of December 31, 2006. Name Sole Shared Aggregate Percentage Voting Voting Number of and and of Shares Outstanding Dispositive Dispositive Shares Power Power Erik E. Bergstrom 0 7,900,000 7,900,000 9.1% Erik E. Bergstrom 0 2,915,000 2,915,000 3.4% Living Trust U/A Dated 12/6/74 Edith H. Bergstrom 0 100,000 100,000 0.1% Edith H. Bergstrom 0 100,000 100,000 0.1% Living Trust U/A Dated 12/6/74 Erik E. and Edith E. 0 4,885,000 4,885,000 5.6% Bergstrom Foundation, a Charitable Trust The reporting persons may be deemed to be members of a "group" within the meaning of Section 13(d)(3) of the Act and the rules and regulations thereunder. Membership in such a group is hereby disclaimed. Consists of shares of Common Stock owned by the Eric E. Bergstrom Living Trust U/A Dated 12/6/74, Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust, Edith H. Bergstrom and the Edith H. Bergstrom Living Trust U/A Dated 12/6/74. Pursuant to Rule 13d-4, Erik E. Bergstrom hereby disclaims beneficial ownership of all shares owned by Edith H. Bergstrom, the Edith H. Bergstrom Living Trust U/A Dated 12/6/74, and Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust. Consists of 100,000 shares of Common Stock owned by the Edith H. Bergstrom Living Trust U/A Dated 12/6/74. Item 5. Ownership of Five Percent or Less of a Class Not applicable. CUSIP 006212104 SCHEDULE 13G Page 10 of 14 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 See Exhibit 1. Item 9. Notice of Dissolution of Group Not applicable. Item 10. Certification By signing below, each of the signatories certifies that, to the best of its 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. CUSIP 006212104 SCHEDULE 13G Page 11 of 14 SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, each of the signatories certifies that the information set forth in this statement is true, complete and correct. Dated: February 7, 2007 /s/Erik E. Bergstrom -------------------- Signature Print Erik E. Bergstrom Name /s/Edith H. Bergstrom --------------------- Signature Print Edith H. Bergstrom Name Erik E. Bergstrom Living Trust U/A Dated 12/6/74 By: /s/Erik E. Bergstrom -------------------- Signature Print Erik E. Bergstrom Name Title Trustee Edith H. Bergstrom Living Trust U/A Dated 12/6/74 By: /s/Edith H. Bergstrom --------------------- Signature Print Edith H. Bergstrom Name Title Trustee Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust By: /s/Erik E. Bergstrom -------------------- Signature Print Erik E. Bergstrom Name Title Trustee CUSIP 006212104 SCHEDULE 13G Page 12 of 14 EXHIBIT INDEX Exhibit 1 Identity of Group Members Page 13 Exhibit 2 Joint Filing Undertaking Page 14 CUSIP 006212104 SCHEDULE 13G Page 13 of 14 Exhibit 1 - Identity of Group Members Erik E. Bergstrom Erik E. Bergstrom Living Trust U/A Dated 12/6/74 Edith H. Bergstrom Edith H. Bergstrom Living Trust U/A Dated 12/6/74 Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust CUSIP 006212104 SCHEDULE 13G Page 14 of 14 Exhibit 2 - Joint Filing Undertaking The undersigned, being authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13G to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule, as it may be amended, jointly on behalf of each of such parties. Dated: February 7, 2007 /s/Erik E. Bergstrom -------------------- Signature Print Erik E. Bergstrom Name /s/Edith H. Bergstrom --------------------- Signature Print Edith H. Bergstrom Name Erik E. Bergstrom Living Trust U/A Dated 12/6/74 By: /s/Erik E. Bergstrom -------------------- Signature Print Erik E. Bergstrom Name Title Trustee Edith H. Bergstrom Living Trust U/A Dated 12/6/74 By: /s/Edith H. Bergstrom --------------------- Signature Print Edith H. Bergstrom Name Title Trustee Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust By: /s/Erik E. Bergstrom -------------------- Signature Print Erik E. Bergstrom Name Title Trustee -----END PRIVACY-ENHANCED MESSAGE-----