-----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, RtIWJJcMtSsdV5OaB/SGkVmZDMujIqPP1m5hekpaZoxAIsnbzhYFRvPXlAYtRlNi G5d+DKzYa8R1HG4EuaNY3g== /in/edgar/work/0001031523-00-000014/0001031523-00-000014.txt : 20001023 0001031523-00-000014.hdr.sgml : 20001023 ACCESSION NUMBER: 0001031523-00-000014 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001020 GROUP MEMBERS: J.R. SIMPLOT SELF-DECLARATION OF REVOCABLE TRUST GROUP MEMBERS: SIMPLOT J R SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: USG CORP CENTRAL INDEX KEY: 0000757011 STANDARD INDUSTRIAL CLASSIFICATION: [3270 ] IRS NUMBER: 363329400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-36940 FILM NUMBER: 743197 BUSINESS ADDRESS: STREET 1: 125 S FRANKLIN ST STREET 2: DEPT. 188 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3126064000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SIMPLOT J R CENTRAL INDEX KEY: 0000947911 STANDARD INDUSTRIAL CLASSIFICATION: [ ] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 999 MAIN ST CITY: BOISE STATE: IA ZIP: 83702 BUSINESS PHONE: 2083362110 MAIL ADDRESS: STREET 1: 999 MAIN ST CITY: BOISE STATE: IA ZIP: 83702 FORMER COMPANY: FORMER CONFORMED NAME: SIMPLOT J R ET AL DATE OF NAME CHANGE: 19950712 SC 13D/A 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 6 TO SCHEDULE 13D Under the Securities Exchange Act of 1934 USG CORPORATION ------------------------------------------- (Name of Issuer) Common Stock ($.10 par value) --------------------------------- (Title of Class of Securities) 903293405 ------------------------- (CUSIP Number) Ronald N. Graves, Esq. J.R. Simplot Self-Declaration of Revocable Trust J.R. Simplot Foundation 999 Main Street Boise, Idaho 83702 Telephone: (208) 336-2110 --------------------------------------- (Names, addresses and telephone numbers of persons authorized to receive notices and communications) October 17, 2000 ------------------------------------- (Date of event which requires filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this statement because of Rule 13d-1(e), 13d- 1(f) or 13d-1(g), check the following box: [ ] Page 1 of 9 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons J.R. Simplot/J.R. Simplot Self-Declaration of Revocable Trust 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization US Number of 7) Sole Voting Power 3,395,000 Shares Beneficially 8) Shared Voting Power 100,000 Owned by Each 9) Sole Dispositive Power 3,395,000 Reporting Person With: 10) Shared Dispositive Power 100,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 3,495,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 7.9% 14) Type of Reporting Person IN Page 2 of 9 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons J.R. Simplot Foundation 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization US Number of 7) Sole Voting Power 100,000 Shares Beneficially 8) Shared Voting Power Owned by Each 9) Sole Dispositive Power 100,000 Reporting Person With: 10) Shared Dispositive Power 11) Aggregate Amount Beneficially Owned by Each Reporting Person 100,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 0.2% 14) Type of Reporting Person IN Page 3 of 9 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Don J. Simplot 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds PF/00 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization US Number of 7) Sole Voting Power 0 Shares Beneficially 8) Shared Voting Power 100,000 Owned by Each 9) Sole Dispositive Power 0 Reporting Person With: 10) Shared Dispositive Power 100,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 100,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 0.2% 14) Type of Reporting Person IN Page 4 of 9 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Scott R. Simplot 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds PF/00 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization US Number of 7) Sole Voting Power 0 Shares Beneficially 8) Shared Voting Power 100,000 Owned by Each 9) Sole Dispositive Power 0 Reporting Person With: 10) Shared Dispositive Power 100,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 100,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 0.2% 14) Type of Reporting Person IN Page 5 of 9 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons S-Sixteen Limited Partnership 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds PF/00 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization Idaho Number of 7) Sole Voting Power 170,000 Shares Beneficially 8) Shared Voting Power 0 Owned by Each 9) Sole Dispositive Power 170,000 Reporting Person With: 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 170,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 0.4% 14) Type of Reporting Person PN Page 6 of 9 The class of securities to which this Statement relates is the common stock, par value $.10 per share (the "Stock"), of USG Corporation (the "Issuer"), whose address is 125 S. Franklin Street, Chicago, Illinois 60606. This Amendment No. 6 amends the Schedule 13D originally filed on December 28, 1998 on behalf of the J.R. Simplot Self-Declaration of Revocable Trust dated December 21, 1989 (the "Trust"), as amended by Amendment No. 1 to Schedule 13D filed on January 26, 1999, as amended by Amendment No. 2 to Schedule 13D filed on April 23, 1999, as amended by Amendment No. 3 to Schedule 13D filed on November 12, 1999, as amended by Amendment No. 4 to Schedule 13D filed on December 2, 1999, and as amended by Amendment No. 5 to Schedule 13D filed on December 29, 1999. The Trust is an inter vivos revocable trust of which Mr. J.R. Simplot ("Mr. Simplot") is the trustee and beneficiary. Mr. Simplot is a U.S. citizen. Mr. Simplot is Chairman Emeritus of, and a consultant to, J.R. Simplot Company, 999 Main Street, Boise, Idaho 83702. The purpose of this Amendment is to report (i) sales of Stock by the Trust, and (ii) the addition of S-Sixteen Limited Partnership as a reporting person. S-Sixteen is an Idaho limited partnership ("S-Sixteen") of which the Trust is the general partner and members of Mr. Simplot's family are the limited partners. S-Sixteen's address is 999 Main Street, Boise, Idaho 83702. S-Sixteen has not during the past five years been convicted in any criminal proceeding, excluding traffic violations or similar misdemeanors, and has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Simplot has sole voting and dispositive power with respect to shares of Stock owned by S-Sixteen but disclaims beneficial ownership to the extent of the limited partners' beneficial interest in S-Sixteen which is 98%. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. - ----------------------------------------------- (a - b) As of October 19, 2000, the Trust owned 3,225,000 shares of Stock. As trustee of the Trust, Mr. Simplot has the sole power to vote and dispose of such shares. As of October 19, 2000, the Foundation owned 100,000 shares. Mr. Simplot shares with the other directors of the Foundation the power to vote and dispose of the shares of Stock held by the Foundation. One of the directors, Don J. Simplot, owns 113,900 shares of Stock in a separate account controlled solely by him, but disposed of such shares and no longer owns any shares of Stock. Page 7 of 9 Based upon information contained in the Quarterly Report on Form 10-Q of the Issuer filed with the Securities and Exchange Commission for the quarter ended June 30, 2000 (the "10-Q"), the shares owned by the Trust, the Foundation, and S-Sixteen constitute approximately 7.9% of the 44,213,220 shares of Stock outstanding, as reported in the 10-Q. (c) During the 60 days prior to and including October 19, 2000, the Trust sold the shares of Stock described below in open market sales through ordinary brokerage transactions:
Sale No. of Price per Share Date Shares (including commissions) -------- ------- ----------------------- 10/17/00 607,500 $14.80 10/18/00 1,500,000 $14.38 10/19/00 882,500 $14.31
(d - e) Not applicable. After reasonable inquiry and to the best of my knowledge and belief, I certify the information set forth in this statement is true, complete and correct. J.R. Simplot Self-Declaration of Revocable Trust By //s// J.R. Simplot ----------------------------------- J.R. Simplot, as Trustee Date: October 19, 2000 J.R. Simplot Foundation By //s// J.R. Simplot ----------------------------------- J.R. Simplot, President Date: October 19, 2000 Page 8 of 9 S-Sixteen Limited Partnership By: J.R. Simplot Self-Declaration of Revocable Trust, General Partner By //s// J.R. Simplot ------------------------------ J.R. Simplot, as Trustee Date: October 19, 2000 -----END PRIVACY-ENHANCED MESSAGE-----