-----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, PH4zQv2kC08TtMsO52DzwmUbN86sGNzVwsIZMUiyp4uDT7N/hvwmYU2LxuCKjj2p lDAfJ9O+u457rAV7h2ktkA== 0000908737-99-000053.txt : 19990215 0000908737-99-000053.hdr.sgml : 19990215 ACCESSION NUMBER: 0000908737-99-000053 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MEDIAONE GROUP INC CENTRAL INDEX KEY: 0000732718 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 840926774 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-40771 FILM NUMBER: 99534755 BUSINESS ADDRESS: STREET 1: 188 INVERNESS DRIVE WEST CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3037936500 MAIL ADDRESS: STREET 1: 188 INVERNESS DRIVE WEST CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: MEDIA ONE GROUP INC DATE OF NAME CHANGE: 19980616 FORMER COMPANY: FORMER CONFORMED NAME: US WEST INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HOSTETTER AMOS B JR CENTRAL INDEX KEY: 0001079091 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: THE PILOT HOUSE STREET 2: LEWIS WHARF CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6178543221 MAIL ADDRESS: STREET 1: THE PILOT HOUSE STREET 2: LEWIS WHARF CITY: BOSTON STATE: MA ZIP: 02110 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MediaOne Group, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 58440J104 (CUSIP Number) June 12, 1998 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-(c) x Rule 13d-1(d) - -------------------- * 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 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 (however, see the Notes). CUSIP No. 58440J104 13G Page 2 of 5 Pages 1 Name of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) Amos B. Hostetter, Jr. 2 Check the Appropriate Box If a Member of a Group (a) |_| (See Instructions) (b) |_| 3 SEC Use Only 4 Citizenship or Place of Organization United States of America 5 Sole Voting Power Number of Shares 54,363,719 Beneficially Owned by Each Reporting Person With 6 Shared Voting Power 1,831,497 7 Sole Dispositive Power 54,363,719 8 Shared Dispositive Power 1,956,472 9 Aggregate Amount Beneficially Owned by Each Reporting Person 56,320,191 10 Check If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) |_| 11 Percent of Class Represented by Amount in Row (9) 9.15% 12 Type of Reporting Person (SeeInstructions) IN CUSIP No. 58440J104 13G Page 3 of 5 Pages Item 1(a). Name of issuer: MediaOne Group, Inc. Item 1(b). Address of Issuer's Principal Executive Offices: 188 Inverness Drive West, Englewood, Colorado 80112 Item 2(a). Name of Person Filing: Amos B. Hostetter, Jr. Item 2(b). Address of Principal Offices or, if None, Residence: The Pilot House, Lewis Wharf, Boston, Massachusetts 02110 Item 2(c). Citizenship: United States of America Item 2(d). Title of Class of Securities: Common Stock, $.01 par value Item 2(e). CUSIP Number: 58440J104 Item 3. If the Statement is being filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the filing person 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 of 1940. (e) / / An investment adviser in accordance with 13d-1(b)(1)(ii)(E); (f) / / An employee benefit plan or endowment fund in accordance with 13d-1(b)(1)(ii)(F); (g) / / A parent holding company or control person in accordance with 13d-1(b)(1)(ii)(G); (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) / / Group, in accordance with 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to 13d-1(c), check this box. |_| CUSIP No. 58440J104 13G Page 4 of 5 Pages Item 4. Ownership. The holdings reported herein are stated as of December 31, 1998. Mr. Hostetter became the beneficial owner of more than 5% of the issuer's common stock as a result of the "separation" of MediaOne Group, Inc. and US West, Inc., effective June 12, 1998. (a) Amount beneficially owned: 56,320,191 shares (including 8,694,047 shares issuable upon conversion of 4,389,781 shares of the Issuer's Series D Preferred Stock). (b) Percent of class: 9.15% (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote: 54,363,719 shares (ii) Shared power to vote or direct the vote: 1,831,497 shares (iii) Sole power to dispose or to direct the disposition of: 54,363,719 shares (iv) Shared power to dispose or to direct the disposition of: 1,956,472 shares 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 had ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. The shares identified in Item 4 include shares beneficially owned by Mr. Hostetter's wife (Mrs. Hostetter's powers to vote or dispose are treated as if they belonged to Mr. Hostetter for purposes of this statement), shares beneficially owned in trust or as custodian for members of Mr. Hostetter's family and shares beneficially owned by a charitable foundation of which Mr. and Mrs. Hostetter are trustees. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not applicable. Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. Not applicable. CUSIP No. 58440J104 13G Page 5 of 5 Pages 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. February 12, 1999 (Date) /s/ Amos B. Hostetter, Jr. (Signature) Amos B. Hostetter, Jr. (Name/Title) Attention. Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) -----END PRIVACY-ENHANCED MESSAGE-----