-----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, NQ3uTQPKKljtT0Ivyzku9qBIrvppWNH4OTl2RyCjHl+djfjfEj1vD/2yRyaSLBlH cQeyPv6/NEyDNnqsxmYzzQ== 0000950137-01-000666.txt : 20010223 0000950137-01-000666.hdr.sgml : 20010223 ACCESSION NUMBER: 0000950137-01-000666 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QUAKER OATS CO CENTRAL INDEX KEY: 0000081371 STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040] IRS NUMBER: 361655315 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-35935 FILM NUMBER: 1545538 BUSINESS ADDRESS: STREET 1: QUAKER TOWER STREET 2: PO BOX 049001 CITY: CHICAGO STATE: IL ZIP: 60604-9001 BUSINESS PHONE: 3122227111 MAIL ADDRESS: STREET 1: P.O. BOX 049001-STE 26-5 CITY: CHICAGO STATE: IL ZIP: 60604-9001 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: QUAKER OATS CO CENTRAL INDEX KEY: 0000081371 STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040] IRS NUMBER: 361655315 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: QUAKER TOWER STREET 2: PO BOX 049001 CITY: CHICAGO STATE: IL ZIP: 60604-9001 BUSINESS PHONE: 3122227111 MAIL ADDRESS: STREET 1: P.O. BOX 049001-STE 26-5 CITY: CHICAGO STATE: IL ZIP: 60604-9001 SC 13G/A 1 c60171a2sc13ga.txt AMENDMENT TO SCHEDULE 13G 1 SCHEDULE 13G (RULE 13d-102) Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* THE QUAKER OATS COMPANY - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock ($5.00 par value per share) - -------------------------------------------------------------------------------- (Title of Class of Securities) 747402105 - -------------------------------------------------------------------------------- (CUSIP Number) December 31, 2000 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] 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 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). 2 CUSIP NO. 747402105 13G PAGE 2 OF 4 PAGES - -------------------------------------------------------------------------------- 1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) The Quaker 401(k) Plan for Salaried Employees - -------------------------------------------------------------------------------- 2 Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) [ ] Not Applicable - -------------------------------------------------------------------------------- 3 SEC Use Only - -------------------------------------------------------------------------------- 4 Citizenship or Place of Organization Not Applicable - -------------------------------------------------------------------------------- 5 Sole Voting Power Number of 9,132,950 (includes 1,799,831 shares of common stock, based on conversion of 834,182 Shares convertible preferred shares at the conversion rate of 2.16) ----------------------------------------------------- Beneficially 6 Shared Voting Power -0- Owned by ----------------------------------------------------- 7 Sole Dispositive Power Each 9,132,950 (includes 1,799,831 shares of common stock, based on conversion of 834,182 Reporting convertible preferred shares at the conversion rate of 2.16) Person With ----------------------------------------------------- 8 Shared Dispositive Power -0- - -------------------------------------------------------------------------------- 9 Aggregate Amount Beneficially Owned by Each Reporting Person 9,132,950 - -------------------------------------------------------------------------------- 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] (See Instructions) Not Applicable - -------------------------------------------------------------------------------- 11 Percent of Class Represented by Amount in Row (9) 6.83% - -------------------------------------------------------------------------------- 12 Type of Reporting Person (See Instructions) EP - -------------------------------------------------------------------------------- 3 ITEM 1. (a) Name of Issuer - The Quaker Oats Company (b) Address of Issuer's Principal Executive Office - 321 N. Clark St., Chicago, IL 60610 ITEM 2. (a) Name of Person Filing - The Quaker 401(k) Plan for Salaried Employees (b) Address of Principal Business Office - 321 N. Clark Street, Chicago, IL 60610 (c) Citizenship - Not Applicable (d) Title of Class of Securities - Common Stock ($5.00 par value per share) (e) CUSIP Number - 747402105 ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) Broker or Dealer registered under Section 15 of the Exchange --- Act (b) Bank as defined in Section 3(a)(6) of the Exchange Act --- (c) Insurance company as defined in Section 3(a)(19) of the --- Exchange Act (d) Investment company registered under Section 8 of the --- Investment Company Act (e) Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) --- (f) X Employee benefit plan or endowment fund in accordance with --- Rule 13d-1(b)(1)(ii)(F) (g) Parent holding company or control person in accordance with --- Rule 13d-1(b)(1)(ii)(G) (h) Savings association as defined in Section 3(b) of the Federal --- Deposit Insurance Act (i) 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) --- ITEM 4. OWNERSHIP. (a) Amount Beneficially Owned - 9,132,950 shares (b) Percent of Class - 6.83% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 9,132,950 (includes 1,799,831 shares of common stock, based on conversion of 834,182 convertible preferred shares at the conversion rate of 2.16) (ii) shared power to vote or to direct the vote: 0 shares (iii) sole power to dispose or to direct the disposition of: 9,132,950 (includes 1,799,831 shares of common stock, based on conversion of 834,182 convertible preferred shares at the conversion rate of 2.16) (iv) shared power to dispose or to direct the disposition of: 0 shares 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. Not Applicable. 4 ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON. 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. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the Securities and were not acquired in connection with or as a participant in any transaction having that 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. Date: February 14, 2001 The Quaker 401(k) Plan for Salaried Employees Administrative Committee /s/ Kathryn McGrath -------------------------------------- Kathryn McGrath, Member /s/ Pamela S. Hewitt -------------------------------------- Pam Hewitt, Member -----END PRIVACY-ENHANCED MESSAGE-----