-----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, KDHsAfL8ZM1kxxxZfAnc2I962F5fHor/su+4/BdtX6RGPz0GfI1QgaAi4Rfxe/cW 7F5wnwteMq4GUp4x0P6xxQ== 0000950131-01-504681.txt : 20020413 0000950131-01-504681.hdr.sgml : 20020413 ACCESSION NUMBER: 0000950131-01-504681 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011228 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LONGS DRUG STORES CORP CENTRAL INDEX KEY: 0000764762 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 680048627 STATE OF INCORPORATION: MD FISCAL YEAR END: 0128 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-37157 FILM NUMBER: 1824885 BUSINESS ADDRESS: STREET 1: 141 N CIVIC DR CITY: WALNUT CREEK STATE: CA ZIP: 94596 BUSINESS PHONE: 4159371170 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARIEL CAPITAL MANAGEMENT INC ET AL CENTRAL INDEX KEY: 0000766883 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 307 N MICHIGAN AVE STREET 2: SUITE 500 CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3127260140 MAIL ADDRESS: STREET 1: 307 N MICHIGAN AVENUE STREET 2: SUITE 500 CITY: CHICAGO STATE: IL ZIP: 60601 SC 13D/A 1 dsc13da.txt LONGS DRUG STORES CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* -------------------- LONGS DRUG STORES CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 543162101 (CUSIP Number of Class of Securities) John W. Rogers, Jr. Chairman of the Board and Chief Executive Officer and Franklin L. Morton Senior Vice President Ariel Capital Management, Inc. 307 North Michigan Avenue, Suite 500 Chicago, Illinois 60601 (312) 726-0140 (Name, Address and Telephone Number of Persons Authorized to Receive Notices and Communications) December 27, 2001 (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 schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [_] * 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 disclosures provided in a prior cover page. The information required on 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. Amendment No. 6 to Schedule 13D CUSIP NO. 543162101 Page 2 of 5 Pages - ------------------------------------------------------------------------------ NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ariel Capital Management, Inc. John W. Rogers, Jr. IRS ID # 36-3219058 - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 2 (a) [_] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ SOURCE OF FUNDS* 4 OO: Funds of investment advisory clients - ------------------------------------------------------------------------------ CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] 5 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 6 Illinois - ------------------------------------------------------------------------------ SOLE VOTING POWER 7 NUMBER OF Ariel - 3,802,260 Roger - 0 SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 8 OWNED BY Ariel - 7,300 Roger - 0 ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 9 REPORTING Ariel - 4,018,460 Roger - 0 PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 10 Ariel - 7,300 Roger - 0 - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 Ariel - 4,025,760 Roger - 0 - ------------------------------------------------------------------------------ CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] 12 - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 Ariel - 4,025,760/37,907,861=10.62% Roger - 0% - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON* 14 Ariel - IA Roger - HC - ------------------------------------------------------------------------------ * See instructions before filling out. Amendment No. 6 to Schedule 13D CUSIP NO. 543162101 Page 3 of 5 Pages Item 1. Security and Issuer. This Amendment No. 6 (this "Amendment") amends the statement on Schedule 13D (the "Statement" or "Schedule 13D") initially filed on September 19, 2000, as amended by Amendment No. 1 (the "First Amendment") on March 20, 2001, Amendment No. 2 (the "Second Amendment") on March 29, 2001, Amendment No. 3 (the "Third Amendment") on April 4, 2001, Amendment No. 4 (the "Fourth Amendment") on April 9, 2001 and Amendment No. 5 (the "Fifth Amendment") on April 30, 2001 and relates to shares of common stock ("Issuer Shares") of Longs Drug Stores Corporation, a Maryland corporation ("Issuer"). The Issuer's principle executive offices are located at 141 North Civic Drive, Walnut Creek, California 94596. Capitalized terms used and not otherwise defined in this Amendment shall have the meanings set forth in the Fifth Amendment. Except as specified, this Amendment does not modify any of the information previously reported on Schedule 13D, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment or the Fifth Amendment. The following paragraphs of Item 5 are amended and restated as follows: Item 5. Interest in Securities of the Company. (a) Schedule 13D, as filed on September 19, 2000, reported Ariel held an aggregate 5,561,575 Issuer Shares, representing 14.88% of the issued and outstanding Issuer Shares. All such shares were purchased in open market transactions. On December 27, 2001, Ariel held an aggregate 4,025,760 Issuer Shares, representing 10.62% of the issued and outstanding Issuer Shares. (b) As of the date of this filing, Ariel has the discretionary power to direct the vote of 3,802,260 Issuer Shares and the disposition of 4,018,460 Issuer Shares held for its investment clients. (c) All purchase and sale transactions effected by Ariel in Issuer Shares during the past sixty (60) days are set forth on Schedule II. * * * Amendment No. 6 to Schedule 13D CUSIP NO. 543162101 Page 4 of 5 Pages Item 7 is amended and restated in its entirety as follows: Item 7. Material to be Filed as Exhibits. Exhibit A* Joint Filing Agreement Exhibit B* Power of Attorney Schedule I** Information with Respect to Directors and Executive Officers of Ariel Capital Management, Inc. Schedule II*** Purchase and Sale Transactions within the Past 60 Days _______________________ * Filed with Schedule 13D on September 19, 2000. ** Filed with the First Amendment on March 20, 2001. *** Filed with this Amendment. Amendment No. 6 to Schedule 13D CUSIP No. 543162101 Page 5 of 5 Pages SIGNATURES After reasonable inquiry and to the best of each of the undersigned's knowledge and belief, each of the undersigned certifies that the information set forth in this Statement is true, complete and correct. Dated: December 27, 2001 ARIEL CAPITAL MANAGEMENT, INC. By: /s/ Franklin L. Morton ---------------------------------------- Franklin L. Morton Senior Vice President JOHN W. ROGERS, JR., individually By: /s/ Franklin L. Morton ---------------------------------------- Franklin L. Morton, as attorney-in-fact* * Franklin L. Morton signs this document on behalf of John W. Rogers, Jr. pursuant to the power of attorney attached as Exhibit B to the Schedule 13D. SCHEDULE II Purchase and Sale Transactions within the Past 60 Days Date of Type of Number of Price Per Transaction Transaction Shares Share ----------- ----------- ----------- -------- 10/29/01 PURCHASE 2,100 $23.76 10/29/01 PURCHASE 5 $23.80 11/02/01 PURCHASE 110 $23.29 11/06/01 PURCHASE 85 $23.57 11/07/01 SALE 12,100 $23.70 11/07/01 PURCHASE 85 $23.69 11/15/01 PURCHASE 10,500 $23.29 11/16/01 SALE 2,400 $23.04 11/19/01 PURCHASE 155 $23.19 11/20/01 PURCHASE 80 $22.88 11/26/01 SALE 29,600 $22.63 11/29/01 SALE 425 $23.23 11/30/01 PURCHASE 775 $22.97 12/06/01 PURCHASE 1,425 $22.54 12/06/01 PURCHASE 450 $22.54 12/06/01 PURCHASE 800 $22.54 12/13/01 PURCHASE 82,200 $21.11 12/24/01 PURCHASE 7,300 $22.59 12/24/01 PURCHASE 10,000 $22.59 12/26/01 PURCHASE 50,000 $22.87 12/27/01 PURCHASE 6,000 $23.10 12/27/01 PURCHASE 150,000 $23.10 12/27/01 PURCHASE 11,000 $23.10 12/27/01 PURCHASE 47,100 $23.06 12/27/01 PURCHASE 1,100 $23.04 12/27/01 PURCHASE 7,800 $23.10 12/27/01 PURCHASE 41,800 $23.10 12/27/01 PURCHASE 18,000 $23.06 12/27/01 PURCHASE 500 $23.10 12/27/01 PURCHASE 150 $23.10 12/27/01 PURCHASE 300 $23.10 12/27/01 PURCHASE 350 $23.10 12/27/01 PURCHASE 2,100 $23.10 12/27/01 PURCHASE 105 $23.00 12/27/01 PURCHASE 110 $23.00 II-1 -----END PRIVACY-ENHANCED MESSAGE-----