-----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, N3CNovfzFhlNwvDwPykceI1aDJag/QsIWSAhR2zbNThgQ01FOXxGMLF0JWC9IFUd vyzUYyrU10Drq6/TrSlngQ== 0001209191-06-041801.txt : 20060719 0001209191-06-041801.hdr.sgml : 20060719 20060719184104 ACCESSION NUMBER: 0001209191-06-041801 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060601 FILED AS OF DATE: 20060719 DATE AS OF CHANGE: 20060719 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: R H DONNELLEY CORP CENTRAL INDEX KEY: 0000030419 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 132740040 STATE OF INCORPORATION: DE FISCAL YEAR END: 1205 BUSINESS ADDRESS: STREET 1: 1001 WINSTEAD DRIVE CITY: CARY STATE: NC ZIP: 27513 BUSINESS PHONE: 9198046000 MAIL ADDRESS: STREET 1: 1001 WINSTEAD DRIVE CITY: CARY STATE: NC ZIP: 27513 FORMER COMPANY: FORMER CONFORMED NAME: DUN & BRADSTREET CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DUN & BRADSTREET COMPANIES INC DATE OF NAME CHANGE: 19790429 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Attwood James A Jr CENTRAL INDEX KEY: 0001297875 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07155 FILM NUMBER: 06970189 BUSINESS ADDRESS: BUSINESS PHONE: 212-381-4900 MAIL ADDRESS: STREET 1: 520 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2006-06-01 0 0000030419 R H DONNELLEY CORP RHD 0001297875 Attwood James A Jr C/O THE CARLYLE GROUP 520 MADISON AVENUE, 41ST FLOOR NEW YORK NY 10022 1 0 0 0 Common Stock 2006-06-01 4 A 0 1500 0.00 A 1500 D Stock Option (Right to Buy) 54.47 2006-06-01 4 A 0 1500 0.00 A 2013-06-01 Common Stock 1500 1500 D The shares of common stock of the Issuer are subject to forfeiture and vest in equal installments on the day immediately preceding each of the next three annual shareholder meetings of the Issuer, subject to continued board service. Mr. Attwood is associated with TCG Holdings, LLC, a Delaware limited liability company ("TCG") and its affiliated companies. 9,424,360 shares of common stock of R.H. Donnelley Corporation (the "Issuer") are deemed beneficially owned by TCG. Carlyle Partners III, LP directly holds 5,922,560 shares, CP III Coinvestment, LP directly holds 208,227 shares, Carlyle-Dex Partners LP directly holds 1,270,302 shares, and Carlyle-Dex Partners II LP directly holds 1,731,856 shares of common stock (together, the "Carlyle Funds"). TC Group, LLC exercises investment discretion and control over the shares directly held by each of the Carlyle Funds through its indirect subsidiary TC Group III, LP, which is the sole general partner of each of the Carlyle Funds. TC Group, LLC is the sole managing member of the TC Group III, LLC, which is the sole general partner of TC Group III, LP. Carlyle High Yield Partners, LP directly holds 291,415 shares of common stock. TC Group, LLC exercises investment discretion and control over the shares directly held by Carlyle High Yield Partners, LP through its indirect subsidiary TCG High Yield, LLC, which is the sole general partner of Carlyle High Yield Partners, LP. TC Group, LLC is the sole managing member of TCG High Yield Holdings, LLC. TCG High Yield Holdings, LLC is the managing member of TCG High Yield, LLC. TCG is the sole managing member of TC Group, LLC, and, in such capacity, exercises investment discretion and control of the shares beneficially owned by TC Group, LLC. TCG is managed by a three-person board, and all board action relating to the voting or disposition of these shares requires approval of a majority of the board. William E. Conway, Jr., Daniel A. D'Aniello and David M. Rubenstein, as the managing members of TCG, may be deemed to share beneficial ownership of the shares shown as beneficially owned by TCG. Such persons disclaim beneficial ownership of the shares beneficially owned by TCG. Mr. Attwood disclaimes beneficial ownership of the common stock that may be deemed beneficially owned by TCG, TC Group, LLC, the Carlyle Funds and their affiliated companies. The option vests in equal installments on the day immediately preceding each of the next three annual shareholder meetings of the Issuer, subject to continued board service. /s/ James A. Attwood, Jr. 2006-07-19 -----END PRIVACY-ENHANCED MESSAGE-----