-----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, T7Cacnb7GOKQiTdAnFFyNzQC4opZGYBLQ2TAgcZM7s7M/yzUoSvB9SbpYBb9R2cZ 34ZWqNkpMP/a5FPghIo9ow== 0000911137-96-000015.txt : 19961011 0000911137-96-000015.hdr.sgml : 19961011 ACCESSION NUMBER: 0000911137-96-000015 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961010 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN FREIGHTWAYS CORP CENTRAL INDEX KEY: 0000846729 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 742391754 STATE OF INCORPORATION: AR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-40826 FILM NUMBER: 96641796 BUSINESS ADDRESS: STREET 1: 2200 FORWARD DR CITY: HARRISON STATE: AR ZIP: 72601 BUSINESS PHONE: 5017419000 MAIL ADDRESS: STREET 1: 2200 FORWARD DR CITY: HARRISON STATE: AR ZIP: 72601 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GARRISON F S CENTRAL INDEX KEY: 0001023357 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2200 FORWARD DRIVE CITY: HARRISON STATE: AR ZIP: 72601 BUSINESS PHONE: 5017419000 MAIL ADDRESS: STREET 1: 2200 FORWARD DRIVE CITY: HARRISON STATE: AR ZIP: 72601 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20509 SCHEDULE 13G Under the Securities Exchange Act of 1934 American Freightways Corporation (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 02629V-10-8 (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 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. 02629V-10-8 1) Name of Reporting Person F. S. Garrison SS or IRS Identification No. of Above Person 2) Check the Appropriate (a) [ ] Box if a Member of a Group (b) [ ] 3) SEC Use Only 4) Citizenship or Place of Organization United States Number of Shares Beneficially 5) Sole Voting Power - 4,602,308 Owned by Each Reporting 6) Shared Voting Power - None with: 7) Sole Dispositive Power - 4,602,308 8) Shared Dispositive Power - None 9) Aggregate Amount Beneficially 4,602,308 Owned by Each Reporting Person 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares* [x] * Excludes shares of Issuer's Common Stock beneficially owned by F. S. Garrison as Managing General Partner of the Garrison Family Limited Partnership No. One and the Garrison Family Limited Partnership No. Two. 11) Percent of Class Represented by Amount in Row (9) 14.7% 12) Type of Reporting Person IN CUSIP NO. 02629V-10-8 1) Name of Reporting Person F. S. Garrison, Managing General SS or IRS Identification No. Partner, Garrison Family Limited of Above Person Partnership No. One 2) Check the Appropriate (a) [ ] Box if a Member of a Group (b) [ ] 3) SEC Use Only 4) Citizenship or Place of Organization Arkansas Number of Shares Beneficially 5) Sole Voting Power - 2,000,000 Owned by Each Reporting 6) Shared Voting Power - None with: 7) Sole Dispositive Power - 2,000,000 8) Shared Dispositive Power - None 9) Aggregate Amount Beneficially Owned by Each Reporting Person 2,000,000 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares* [x] * Excludes shares of Issuer's Common Stock beneficially owned by F. S. Garrison, individually, and as Managing General Partner of the Garrison Family Limited Partnership No. Two. 11) Percent of Class Represented by Amount in Row (9) 6.4% 12) Type of Reporting Person PN CUSIP NO. 02629V-10-8 1) Name of Reporting Person F. S. Garrison, Managing General SS or IRS Identification No. Partner Garrison Family Limited of Above Person Partnership No. Two 2) Check the Appropriate (a) [ ] Box if a Member of a Group (b) [ ] 3) SEC Use Only 4) Citizenship or Place of Organization Arkansas Number of Shares Beneficially 5) Sole Voting Power - 4,000,000 Owned by Each Reporting 6) Shared Voting Power - None with: 7) Sole Dispositive Power - 4,000,000 8) Shared Dispositive Power - None 9) Aggregate Amount Beneficially Owned by Each Reporting Person 4,000,000 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares* [x] * Excludes shares of Issuer's Common Stock beneficially owned by F. S. Garrison, individually, and as Managing General Partner of the Garrison Family Limited Partnership No. One. 11) Percent of Class Represented by Amount in Row (9) 12.8% 12) Type of Reporting Person PN SCHEDULE 13G ITEM 1(A) NAME OF ISSUER: American Freightways Corporation ITEM 1(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 2200 Forward Drive Harrison, Arkansas 72601 ITEM 2(A) NAME OF PERSON FILING: ITEM 2(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: ITEM 2(C) CITIZENSHIP OR PLACE OF ORGANIZATION: F. S. Garrison 2200 Forward Drive Harrison, Arkansas 72601 (United States Citizen) F. S. Garrison, Managing General Partner Garrison Family Limited Partnership No. One 2200 Forward Drive Harrison, Arkansas 72601 (Arkansas Limited Partnership) F. S. Garrison, Managing General Partner Garrison Family Limited Partnership No. Two 2200 Forward Drive Harrison, Arkansas 72601 (Arkansas Limited Partnership) ITEM 2(D) TITLE OF CLASS OF SECURITIES: Common Stock, par value $0.01 per share ITEM 2(E) CUSIP NUMBER: 02629V-10-8 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 (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 Section 240.13d-1(b)(1)(ii)(F) (g) [ ] Parent Holding Company, in accordance with Section 240.13b-1(b)(1)(ii)(G) (h) [ ] Group, in accordance with Section 240.13d- 1(b)(1)(ii)(H) Not Applicable ITEM 4 OWNERSHIP. F. S. GARRISON (a) Amount Beneficially Owned: 4,602,308 (includes 322,000 shares subject to presently exercisable options) (b) Percent of Class: 14.7% (percentage based on 31,133,303 shares of the Issuer's Common Stock outstanding as of September 5, 1996) (c) Number of shares as to which such person has: (i) sole power to vote or direct the vote: 4,602,308 (includes 322,000 shares subject to presently exercisable options) (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: 4,602,308 (includes 322,000 shares subject to presently exercisable options) (iv) shared power to dispose or to direct the disposition of: -0- F. S. GARRISON, MANAGING GENERAL PARTNER GARRISON FAMILY LIMITED PARTNERSHIP NO. ONE (a) Amount Beneficially Owned: 2,000,000 (b) Percent of Class: 6.4% (percentage based on 31,133,303 shares of the Issuer's Common Stock outstanding as of September 5, 1996) (c) Number of shares as to which such person has: (i) sole power to vote or direct the vote: 2,000,000 (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: 2,000,000 (iv) shared power to dispose or to direct the disposition of: -0- F. S. GARRISON, MANAGING GENERAL PARTNER GARRISON FAMILY LIMITED PARTNERSHIP NO. TWO (a) Amount Beneficially Owned: 4,000,000 (b) Percent of Class: 12.8% (percentage based on 31,133,303 shares of the Issuer's Common Stock outstanding as of September 5, 1996) (c) Number of shares as to which such person has: (i) sole power to vote or direct the vote: 4,000,000 (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: 4,000,000 (iv) shared power to dispose or to direct the disposition of: -0- 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. F. S. Garrison owns a controlling general partnership interest and one or more trusts of which Mr. Garrison is the sole trustee own a 100% limited partnership interest in each of the Garrison Family Limited Partnership No. One and the Garrison Family Limited Partnership No. Two (the "Partnerships"). The Partnerships were formed pursuant to limited partnership agreements, each dated as of October 7, 1996. Mr. Garrison is the managing general partner of both Partnerships. Accordingly, Mr. Garrison has the sole power to vote and to direct the receipt of dividends from, and the proceeds from the sale of all shares of, the Issuer's Common Stock held by both Partnerships. Mr. Garrison also has the sole power to vote and to direct the receipt of dividends from, and the proceeds from the sale of, shares of the Issuer's Common Stock held individually by Mr. Garrison. The 4,602,308 shares of Issuer's Common Stock indicated herein as beneficially owned by Mr. Garrison, individually, include 420,000 shares of Issuer's Common Stock beneficially owned by Cynthia Kaye Garrison, his spouse. 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 SIGNATURES 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: October 7, 1996 /s/ F.S. Garrison F.S. Garrison Garrison Family Limited Partnership No. One By: /s/ F.S. Garrison F. S. Garrison, Managing General Partner Garrison Family Limited Partnership No. Two By: /s/ F.S. Garrison F. S. Garrison, Managing General Partner -----END PRIVACY-ENHANCED MESSAGE-----