-----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, GXcz+ZBadYWCVfmIhwtqr9rxGCfbKXfkCaOLPRv0UQq/kmB1RIRt+6fyaHEjnmGF 8G+daiR0f4ZrTIsPvuc+Hw== 0000315032-96-000006.txt : 19960129 0000315032-96-000006.hdr.sgml : 19960129 ACCESSION NUMBER: 0000315032-96-000006 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960126 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STATE FARM MUTUAL AUTOMOBILE INSURANCE CO CENTRAL INDEX KEY: 0000315032 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 370533100 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-42569 FILM NUMBER: 96507684 BUSINESS ADDRESS: STREET 1: ONE STATE FARM PLAZA CITY: BLOOMINGTON STATE: IL ZIP: 61701 BUSINESS PHONE: 3097662302 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STATE FARM MUTUAL AUTOMOBILE INSURANCE CO CENTRAL INDEX KEY: 0000315032 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 370533100 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ONE STATE FARM PLAZA CITY: BLOOMINGTON STATE: IL ZIP: 61701 BUSINESS PHONE: 3097662302 SC 13G 1 Page _ 1_ of _ 7__ Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (A fee is being paid with this statement) BARRETT RESOURCES CORPORATION * ___________________________________________________ (Issuer) COMMON SHARES ___________________________________________________ (Title of Class of Securities) 068480201 ___________________________________________________ (Cusip Number) * From the merger on 7/19/95 with Plains Petroleum Co. (cusip 726529100) we received 924,833 shares of stock 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. John P. Elterich Investment Department State Farm Insurance Companies One State Farm Plaza Bloomington, IL 61710 (309) 766-2302 Page _ 2_ of _ 7__ Pages 13G 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Mutual Automobile Insurance Company 37-0533100 2. Member of a Group: (a)_____(b)___X_ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 994,833 6. Shared Voting Power: 0 7. Sole Dispositive Power: 994,833 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 994,833 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 3.96 % 12. Type of Reporting Person: IC _____________________________________________________________________________ 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Fire and Casualty Company 37-0533080 2. Member of a Group: (a)_____(b)___X_ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 130,000 6. Shared Voting Power: 0 7. Sole Dispositive Power: 130,000 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 130,000 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 0.51 % 12. Type of Reporting Person: IC Page _ 3_ of _ 7__ Pages 13G 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Investment Management Corp. 37-0902469 2. Member of a Group: (a)_____(b)___X_ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Delaware 5. Sole Voting Power: 440,400 6. Shared Voting Power: 0 7. Sole Dispositive Power: 440,400 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 440,400 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 1.75 % 12. Type of Reporting Person: IA _____________________________________________________________________________ 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Employees Savings and Thrift Plan 37-6091823 2. Member of a Group: (a)_____(b)___X_ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 500,000 6. Shared Voting Power: 0 7. Sole Dispositive Power: 500,000 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 500,000 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 1.99 % 12. Type of Reporting Person: EP Page _ 4_ of _ 7__ Pages Item 1(a) and (b). Name and Address of Issuer: __________________________ BARRETT RESOURCES CORPORATION 1515 ARAPAHOE STREET TOWER 3, SUITE 1000 DENVER, COLO. 80202 4Item 2(a). Name of Person Filing: State Farm Mutual Automobile Insurance _____________________ Company and related entities; See Item 8 and Exhibit A Item 2(b). Address of Principal Business Office: One State Farm Plaza ____________________________________ Bloomington, IL 61710 Item 2(c). Citizenship: United States ___________ Item 2(d) and (e). Title of Class of Securities and Cusip Number: See above. _____________________________________________ Item 3. This Schedule is being filed, in accordance with 240.13d-1(b). _____________________________________________________________ See Exhibit A attached. Item 4(a). Amount Beneficially Owned: 2,065,233 shares on 12/31/1995 _________________________ Item 4(b). Percent of Class: 8.23 percent pursuant to Rule 13d-3(d)(1). ________________ Item 4(c). Number of shares as to which such person has: The persons ____________________________________________ identified in Exhibit A hereto have sole power to vote or to direct the vote and to dispose or to direct the disposition of all shares reported hereby. Item 5. Ownership of Five Percent or less of a Class: Not Applicable. ____________________________________________ Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A _______________________________________________________________ Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company: N/A ________________________________________________________ Item 8. Identification and Classification of Members of the Group: _________________________________________________________ See Exhibit A attached. Item 9. Notice of Dissolution of Group: N/A ______________________________ Page _ 5_ of _ 7__ Pages Item 10. Certification. The undersigned certify that, to the best of his knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature. After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set fourth in this statement is true, complete and correct. 01/27/96 STATE FARM MUTUAL AUTOMOBILE _______________________________ INSURANCE COMPANY Date STATE FARM LIFE INSURANCE COMPANY STATE FARM FIRE AND CASUALTY COMPANY STATE FARM INVESTMENT MANAGEMENT CORP. STATE FARM INSURANCE COMPANIES STATE FARM GROWTH FUND, INC. EMPLOYEE RETIREMENT TRUST STATE FARM EMPLOYEES SAVINGS AND STATE FARM BALANCED FUND, INC. THRIFT PLAN ___________________________________ _________________________________ Kurt G. Moser, Fiduciary of each of Kurt G. Moser, Vice President of the above each of the above Page _ 6_ of _ 7__ Pages EXHIBIT A This Exhibit lists the entities affiliated with State Farm Mutual Automobile Insurance Company which might be deemed to constitute a "group" with regard to the ownership of shares reported herein. By way of explanation, State Farm Mutual Automobile Insurance Company is the parent of wholly owned subsidiaries, State Farm Life Insurance Company, which is the parent of the wholly owned subsidiary State Farm Life and Accident Assurance Company, and State Farm Fire and Casualty Company, which in turn is the parent of the wholly owned subsidiary State Farm Investment Management Corp. State Farm Investment Management Corp. acts as the investment advisor to State Farm Growth Fund, Inc. and State Farm Balanced Fund, Inc. The Investment Committees of the Board of Directors of each of the insurance companies and of the State Farm Investment Management Corp. and the Trustees of the State Farm Insurance Companies Employee Retirement Trust and State Farm Employees Savings and Thrift Plan are vested with the responsibility for investing the assets of the companies, the Funds, the Trust, and the Equities Account and the Balanced Account of the State Farm Employees Savings and Thrift Plan. State Farm Mutual Automobile Insurance Company employs all personnel of the Investment Department. State Farm Investment Management Corp. has a written agreement with State Farm Mutual Automobile Insurance Company whereby the Investment Department personnel assist State Farm Investment Management Corp. in its duties as investment advisor to the Funds. Investment actions taken by the Investment Department are ratified by the Investment Committees of the Boards of Directors of the insurance companies and the Management Corp. and by the Trustees of the Trust and the Plan. Certain members of the Investment Department also execute voting proxies from time to time but in situations where a vote contrary to that of management on a major policy matter is under consideration, approval of the Investment Committees of the Boards of Directors of the Companies involved is first obtained. Pursuant to Rule 13d-4 each person listed in the table below expressly disclaims "beneficial ownership" as to all shares as to which such person has no right to receive the proceeds of sale of the security and disclaims that it is part of a "group". Page _ 7_ of _ 7__ Pages Number of Shares Based Classification on Proceeds Name Under Item 3 of Sale ____ ______________ ____________ State Farm Mutual Automobile Insurance Company IC 994,833 shares State Farm Life Insurance Company IC 0 shares State Farm Life and Accident Assurance Company IC 0 shares State Farm Fire and Casualty Company IC 130,000 shares State Farm Investment Management Corp. IA 0 shares State Farm Growth Fund Inc. IV 440,400 shares State Farm Balanced Fund Inc. IV 0 shares State Farm Insurance Companies Employee Retirement Trust EP 0 shares State Farm Employees Savings and Thrift Plan EP Equities Account 500,000 shares Balanced Account 0 shares ___________________ TOTAL SHARES 2,065,233 shares Page _ 1_ of _ 6__ Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (A fee is being paid with this statement) HEILIG-MEYERS COMPANY ___________________________________________________ (Issuer) COMMON SHARES ___________________________________________________ (Title of Class of Securities) 422893107 ___________________________________________________ (Cusip Number) 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. John P. Elterich Investment Department State Farm Insurance Companies One State Farm Plaza Bloomington, IL 61710 (309) 766-2302 Page _ 2_ of _ 6__ Pages 13G 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Mutual Automobile Insurance Company 37-0533100 2. Member of a Group: (a)_____(b)___X_ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 2,770,793 6. Shared Voting Power: 0 7. Sole Dispositive Power: 2,770,793 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 2,770,793 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 5.70 % 12. Type of Reporting Person: IC Page _ 3_ of _ 6__ Pages Item 1(a) and (b). Name and Address of Issuer: __________________________ HEILIG-MEYERS COMPANY 2235 STAPLES MILL ROAD RICHMOND, VA. 23230 4Item 2(a). Name of Person Filing: State Farm Mutual Automobile Insurance _____________________ Company and related entities; See Item 8 and Exhibit A Item 2(b). Address of Principal Business Office: One State Farm Plaza ____________________________________ Bloomington, IL 61710 Item 2(c). Citizenship: United States ___________ Item 2(d) and (e). Title of Class of Securities and Cusip Number: See above. _____________________________________________ Item 3. This Schedule is being filed, in accordance with 240.13d-1(b). _____________________________________________________________ See Exhibit A attached. Item 4(a). Amount Beneficially Owned: 2,770,793 shares on 12/31/1995 _________________________ Item 4(b). Percent of Class: 5.70 percent pursuant to Rule 13d-3(d)(1). ________________ Item 4(c). Number of shares as to which such person has: The persons ____________________________________________ identified in Exhibit A hereto have sole power to vote or to direct the vote and to dispose or to direct the disposition of all shares reported hereby. Item 5. Ownership of Five Percent or less of a Class: Not Applicable. ____________________________________________ Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A _______________________________________________________________ Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company: N/A ________________________________________________________ Item 8. Identification and Classification of Members of the Group: _________________________________________________________ See Exhibit A attached. Item 9. Notice of Dissolution of Group: N/A ______________________________ Page _ 4_ of _ 6__ Pages Item 10. Certification. The undersigned certify that, to the best of his knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature. After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set fourth in this statement is true, complete and correct. 01/27/96 STATE FARM MUTUAL AUTOMOBILE _______________________________ INSURANCE COMPANY Date STATE FARM LIFE INSURANCE COMPANY STATE FARM FIRE AND CASUALTY COMPANY STATE FARM INVESTMENT MANAGEMENT CORP. STATE FARM INSURANCE COMPANIES STATE FARM GROWTH FUND, INC. EMPLOYEE RETIREMENT TRUST STATE FARM EMPLOYEES SAVINGS AND STATE FARM BALANCED FUND, INC. THRIFT PLAN ___________________________________ _________________________________ Kurt G. Moser, Fiduciary of each of Kurt G. Moser, Vice President of the above each of the above Page _ 5_ of _ 6__ Pages EXHIBIT A This Exhibit lists the entities affiliated with State Farm Mutual Automobile Insurance Company which might be deemed to constitute a "group" with regard to the ownership of shares reported herein. By way of explanation, State Farm Mutual Automobile Insurance Company is the parent of wholly owned subsidiaries, State Farm Life Insurance Company, which is the parent of the wholly owned subsidiary State Farm Life and Accident Assurance Company, and State Farm Fire and Casualty Company, which in turn is the parent of the wholly owned subsidiary State Farm Investment Management Corp. State Farm Investment Management Corp. acts as the investment advisor to State Farm Growth Fund, Inc. and State Farm Balanced Fund, Inc. The Investment Committees of the Board of Directors of each of the insurance companies and of the State Farm Investment Management Corp. and the Trustees of the State Farm Insurance Companies Employee Retirement Trust and State Farm Employees Savings and Thrift Plan are vested with the responsibility for investing the assets of the companies, the Funds, the Trust, and the Equities Account and the Balanced Account of the State Farm Employees Savings and Thrift Plan. State Farm Mutual Automobile Insurance Company employs all personnel of the Investment Department. State Farm Investment Management Corp. has a written agreement with State Farm Mutual Automobile Insurance Company whereby the Investment Department personnel assist State Farm Investment Management Corp. in its duties as investment advisor to the Funds. Investment actions taken by the Investment Department are ratified by the Investment Committees of the Boards of Directors of the insurance companies and the Management Corp. and by the Trustees of the Trust and the Plan. Certain members of the Investment Department also execute voting proxies from time to time but in situations where a vote contrary to that of management on a major policy matter is under consideration, approval of the Investment Committees of the Boards of Directors of the Companies involved is first obtained. Pursuant to Rule 13d-4 each person listed in the table below expressly disclaims "beneficial ownership" as to all shares as to which such person has no right to receive the proceeds of sale of the security and disclaims that it is part of a "group". Page _ 6_ of _ 6__ Pages Number of Shares Based Classification on Proceeds Name Under Item 3 of Sale ___ ______________ ____________ State Farm Mutual Automobile Insurance Company IC 2,770,793 shares State Farm Life Insurance Company IC 0 shares State Farm Life and Accident Assurance Company IC 0 shares State Farm Fire and Casualty Company IC 0 shares State Farm Investment Management Corp. IA 0 shares State Farm Growth Fund Inc. IV 0 shares State Farm Balanced Fund Inc. IV 0 shares State Farm Insurance Companies Employee Retirement Trust EP 0 shares State Farm Employees Savings and Thrift Plan EP Equities Account 0 shares Balanced Account 0 shares ___________________ TOTAL SHARES 2,770,793 shares Page _ 1_ of _ 6__ Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (A fee is being paid with this statement) SOUTHWESTERN ENERGY COMPANY ___________________________________________________ (Issuer) COMMON SHARES ___________________________________________________ (Title of Class of Securities) 845467109 ___________________________________________________ (Cusip Number) 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. John P. Elterich Investment Department State Farm Insurance Companies One State Farm Plaza Bloomington, IL 61710 (309) 766-2302 Page _ 2_ of _ 6__ Pages 13G 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Mutual Automobile Insurance Company 37-0533100 2. Member of a Group: (a)_____(b)___X_ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 699,100 6. Shared Voting Power: 0 7. Sole Dispositive Power: 699,100 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 699,100 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 2.83 % 12. Type of Reporting Person: IC _____________________________________________________________________________ 1. Name of Reporting Person and I.R.S. Identification No.: State Farm Fire and Casualty Company 37-0533080 2. Member of a Group: (a)_____(b)___X_ 3. SEC USE ONLY: 4. Citizenship or Place of Organization: Illinois 5. Sole Voting Power: 731,700 6. Shared Voting Power: 0 7. Sole Dispositive Power: 731,700 8. Shared Dispositive Power: 0 9. Aggregate Amount Beneficially Owned by each Reporting person: 731,700 10. Check Box if the Aggregate Amount in Row 9 excludes Certain Shares: ____ 11. Percent of Class Represented by Amount in Row 9: 2.96 % 12. Type of Reporting Person: IC Page _ 3_ of _ 6__ Pages Item 1(a) and (b). Name and Address of Issuer: __________________________ SOUTHWESTERN ENERGY COMPANY 1083 SAIN STREET P.O. BOX 1408 FAYETTEVILLE, AR. 72702-1408 4Item 2(a). Name of Person Filing: State Farm Mutual Automobile Insurance _____________________ Company and related entities; See Item 8 and Exhibit A Item 2(b). Address of Principal Business Office: One State Farm Plaza ____________________________________ Bloomington, IL 61710 Item 2(c). Citizenship: United States ___________ Item 2(d) and (e). Title of Class of Securities and Cusip Number: See above. _____________________________________________ Item 3. This Schedule is being filed, in accordance with 240.13d-1(b). _____________________________________________________________ See Exhibit A attached. Item 4(a). Amount Beneficially Owned: 1,430,800 shares on 12/31/1995 _________________________ Item 4(b). Percent of Class: 5.79 percent pursuant to Rule 13d-3(d)(1). ________________ Item 4(c). Number of shares as to which such person has: The persons ____________________________________________ identified in Exhibit A hereto have sole power to vote or to direct the vote and to dispose or to direct the disposition of all shares reported hereby. Item 5. Ownership of Five Percent or less of a Class: Not Applicable. ____________________________________________ Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A _______________________________________________________________ Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company: N/A ________________________________________________________ Item 8. Identification and Classification of Members of the Group: _________________________________________________________ See Exhibit A attached. Item 9. Notice of Dissolution of Group: N/A ______________________________ Page _ 4_ of _ 6__ Pages Item 10. Certification. The undersigned certify that, to the best of his knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature. After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set fourth in this statement is true, complete and correct. 01/27/96 STATE FARM MUTUAL AUTOMOBILE _______________________________ INSURANCE COMPANY Date STATE FARM LIFE INSURANCE COMPANY STATE FARM FIRE AND CASUALTY COMPANY STATE FARM INVESTMENT MANAGEMENT CORP. STATE FARM INSURANCE COMPANIES STATE FARM GROWTH FUND, INC. EMPLOYEE RETIREMENT TRUST STATE FARM EMPLOYEES SAVINGS AND STATE FARM BALANCED FUND, INC. THRIFT PLAN ___________________________________ _________________________________ Kurt G. Moser, Fiduciary of each of Kurt G. Moser, Vice President of the above each of the above Page _ 5_ of _ 6__ Pages EXHIBIT A This Exhibit lists the entities affiliated with State Farm Mutual Automobile Insurance Company which might be deemed to constitute a "group" with regard to the ownership of shares reported herein. By way of explanation, State Farm Mutual Automobile Insurance Company is the parent of wholly owned subsidiaries, State Farm Life Insurance Company, which is the parent of the wholly owned subsidiary State Farm Life and Accident Assurance Company, and State Farm Fire and Casualty Company, which in turn is the parent of the wholly owned subsidiary State Farm Investment Management Corp. State Farm Investment Management Corp. acts as the investment advisor to State Farm Growth Fund, Inc. and State Farm Balanced Fund, Inc. The Investment Committees of the Board of Directors of each of the insurance companies and of the State Farm Investment Management Corp. and the Trustees of the State Farm Insurance Companies Employee Retirement Trust and State Farm Employees Savings and Thrift Plan are vested with the responsibility for investing the assets of the companies, the Funds, the Trust, and the Equities Account and the Balanced Account of the State Farm Employees Savings and Thrift Plan. State Farm Mutual Automobile Insurance Company employs all personnel of the Investment Department. State Farm Investment Management Corp. has a written agreement with State Farm Mutual Automobile Insurance Company whereby the Investment Department personnel assist State Farm Investment Management Corp. in its duties as investment advisor to the Funds. Investment actions taken by the Investment Department are ratified by the Investment Committees of the Boards of Directors of the insurance companies and the Management Corp. and by the Trustees of the Trust and the Plan. Certain members of the Investment Department also execute voting proxies from time to time but in situations where a vote contrary to that of management on a major policy matter is under consideration, approval of the Investment Committees of the Boards of Directors of the Companies involved is first obtained. Pursuant to Rule 13d-4 each person listed in the table below expressly disclaims "beneficial ownership" as to all shares as to which such person has no right to receive the proceeds of sale of the security and disclaims that it is part of a "group". Page _ 6_ of _ 6__ Pages Number of Shares Based Classification on Proceeds Name Under Item 3 of Sale ____ ______________ ____________ State Farm Mutual Automobile Insurance Company IC 699,100 shares State Farm Life Insurance Company IC 0 shares State Farm Life and Accident Assurance Company IC 0 shares State Farm Fire and Casualty Company IC 731,700 shares State Farm Investment Management Corp. IA 0 shares State Farm Growth Fund Inc. IV 0 shares State Farm Balanced Fund Inc. IV 0 shares State Farm Insurance Companies Employee Retirement Trust EP 0 shares State Farm Employees Savings and Thrift Plan EP Equities Account 0 shares Balanced Account 0 shares ___________________ TOTAL SHARES 1,430,800 shares -----END PRIVACY-ENHANCED MESSAGE-----