-----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, KguPf0VaW+c46x+HK3n0TpyTpsEAhhn2yDJzE6MAwrZWtKKEewK1XR3Jf/5p9vBC GI171SV3M9uAz/dMTdSWPQ== 0000903423-97-000214.txt : 19971126 0000903423-97-000214.hdr.sgml : 19971126 ACCESSION NUMBER: 0000903423-97-000214 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971125 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WORLDCOM INC /GA/ CENTRAL INDEX KEY: 0000723527 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 581521612 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-36706 FILM NUMBER: 97727405 BUSINESS ADDRESS: STREET 1: 515 EAST AMITE ST CITY: JACKSON STATE: MS ZIP: 39201-2702 BUSINESS PHONE: 6013608600 FORMER COMPANY: FORMER CONFORMED NAME: LDDS COMMUNICATIONS INC /GA/ DATE OF NAME CHANGE: 19930916 FORMER COMPANY: FORMER CONFORMED NAME: RESURGENS COMMUNICATIONS GROUP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CENTRAL CORP /GA/ DATE OF NAME CHANGE: 19890523 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SALOMON INC CENTRAL INDEX KEY: 0000200245 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 221660266 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: SEVEN WORLD TRADE CNTR STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10048 BUSINESS PHONE: 2127837000 MAIL ADDRESS: STREET 1: SEVEN WORLD TRADE CENTER STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10048 FORMER COMPANY: FORMER CONFORMED NAME: PHIBRO CORP DATE OF NAME CHANGE: 19820526 FORMER COMPANY: FORMER CONFORMED NAME: ENGELHARD MINERALS & CHEMICALS CORP DATE OF NAME CHANGE: 19811104 SC 13G/A 1 --------------------------- UNITED STATES OMB Approval SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0145 Washington, D.C. 20549 Expires: December 31, 1997 Estimated average burden hours per response...14.90 --------------------------- SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* WorldCom, Inc. - ------------------------------------------------------------------------------ (Name of Issuer) Series A 8% Cumulative Convertible Preferred Stock, par value $0.01 - ------------------------------------------------------------------------------ (Title of Class of Securities) 98155K300 ------------------------------------- (CUSIP Number) *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 No. 98155K300 13G Page 2 of 6 Pages ----------------- ------- ----- - ------------------------------ ------------------------- - ------------------------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Salomon Inc 22-1660266 - ------------------------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] - ------------------------------------------------------------------------------ 3 SEC USE ONLY - ------------------------------------------------------------------------------ 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ------------------------------------------------------------------------------ 5 SOLE VOTING POWER --- NUMBER OF ------------------------------------------------------------- SHARES 6 SHARED VOTING POWER ENEFICIALLY OWNED BY 747 EACH REPORTING ------------------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH --- ------------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 747 - ------------------------------------------------------------------------------ 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 747 - ------------------------------------------------------------------------------ 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] - ------------------------------------------------------------------------------ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.8% - ------------------------------------------------------------------------------ 12 TYPE OF REPORTING PERSON* HC, CO - ------------------------------------------------------------------------------ *SEE INSTRUCTION BEFORE FILLING OUT! Item 1(a). Name of Issuer: WorldCom, Inc. ("WorldCom") Item 1(b). Address of Issuer's Principal Executive Offices: 515 East Amite Street Jackson, Mississippi 39201 Item 2(a). Name of Person Filing: Salomon Inc Item 2(b). Address or Principal Office or, if none, Residence: Seven World Trade Center New York, New York 10048 Item 2(c). Citizenship or Place of Organization: Delaware Item 2(d). Title of Class of Securities: Series A 8% Cumulative Convertible Preferred Stock, par value $0.01 (the "Series A Preferred Stock") Item 2(e). CUSIP Number: 98155K300 Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act; (b) [ ] Bank as defined in Section 3(a)(6) of the Act; (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act; (d) [ ] Investment Company registered under Section 8 of the Investment Company Act; (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940; Page 3 of 6 Pages (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F); (g) [X] Parent Holding Company, in accordance with ss. 240.13d-1(b)(1)(ii)(G); (h) [ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(H). Item 4. Ownership. - ------ --------- (a) Amount Beneficially Owned as of October 31, 1997: 747 shares (b) Percent of Class: 0.8% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: -- (ii) shared power to vote or to direct the vote: 747 (iii) sole power to dispose or to direct the disposition of: -- (iv) shared power to dispose or to direct the disposition of: 747 As of October 31, 1997, Salomon Brothers Inc ("SBI"), a wholly owned subsidiary of Salomon Brothers Holding Company Inc, which is in turn a wholly owned subsidiary of Salomon Inc, beneficially owned 74,745 depositary shares each representing 1/100th of a share of Series A Preferred Stock. Thus, as of October 31, 1997, SBI directly beneficially owned approximately 747 shares of Series A Preferred Stock, representing 0.8% of the 94,992 shares of Series A Preferred Stock reported to have been outstanding as of September 30, 1997 in WorldCom's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 1997. Item 5. Ownership of Five Percent or Less of a Class. - ------ -------------------------------------------- If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. - ------ --------------------------------------------------------------- Not applicable. Page 4 of 6 Pages Item 7. Identification and Classification of the Subsidiary Which - ------ Acquired the Security Being Reported on by the Parent Holding Company. --------------------------------------------------------- Salomon Inc is filing this Statement on Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G) under the Securities Exchange Act of 1934, as amended. See Exhibit 1. Item 8. Identification and Classification of Members of the Group. - ------ --------------------------------------------------------- Not Applicable. Item 9. Notice of Dissolution of Group. - ------ ------------------------------ Not Applicable. Item 10. Certification. - ------- ------------- By signing below I certify that, to the best of my 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 my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: November 24, 1997 SALOMON INC By /s/ Arnold S. Olshin -------------------------- Name: Arnold S. Olshin Title: Secretary Page 5 of 6 Pages EXHIBIT 1 Salomon Brothers Inc ("SBI"), a broker-dealer registered under Section 15 of the Securities Exchange Act of 1934, as amended (the "1934 Act"), is a Delaware corporation that is a wholly owned subsidiary of Salomon Brothers Holding Company Inc ("SBHC"), which in turn is a Delaware corporation that is a wholly owned subsidiary of Salomon Inc. The principal places of business of SBI and SBHC are located at Seven World Trade Center, New York, New York 10048. Salomon Inc is filing this Statement on Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G) under the 1934 Act, as amended, as a "parent holding company" of SBI in order to report (x) the direct beneficial ownership by SBI of the Series A 8% Cumulative Convertible Preferred Stock, par value $0.01 (the "Series A Preferred Stock"), of WorldCom, Inc. ("WorldCom") and (y) the indirect beneficial ownership by SBHC and Salomon Inc of the Series A Preferred Stock of WorldCom directly beneficially owned by SBI. Page 6 of 6 Pages -----END PRIVACY-ENHANCED MESSAGE-----