-----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, MW6lrMXNyWW2PsVQ8d8XBOFxFIpRmaJoic1oQv4mqhnCUlRs4C7gt3hSzp3/WwqR kCoqgDSLOVqd/KJZcHRZNQ== 0000072971-00-000013.txt : 20000216 0000072971-00-000013.hdr.sgml : 20000216 ACCESSION NUMBER: 0000072971-00-000013 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000215 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ROCKWELL INTERNATIONAL CORP CENTRAL INDEX KEY: 0001024478 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 251797617 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-50331 FILM NUMBER: 545255 BUSINESS ADDRESS: STREET 1: 600 ANTON BLVD STE 700 CITY: COSTA MESA STATE: CA ZIP: 92626-7147 BUSINESS PHONE: 7144244200 MAIL ADDRESS: STREET 1: 600 ANTON BLVD STE 700 CITY: COSTA MESA STATE: CA ZIP: 92626-7147 FORMER COMPANY: FORMER CONFORMED NAME: NEW ROCKWELL INTERNATIONAL CORP DATE OF NAME CHANGE: 19961009 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WELLS FARGO & CO/MN CENTRAL INDEX KEY: 0000072971 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 410449260 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 420 MONTGOMERY STREET STREET 2: SIXTH & MARQUETTE CITY: SAN FRANCISCO STATE: CA ZIP: 94163 BUSINESS PHONE: 6126671234 MAIL ADDRESS: STREET 1: NORWEST CENTER STREET 2: SIXTH & MARQUETTE CITY: MINNEAPOLIS STATE: MN ZIP: 55479 FORMER COMPANY: FORMER CONFORMED NAME: NORWEST CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NORTHWEST BANCORPORATION DATE OF NAME CHANGE: 19830516 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Rockwell International Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 773903109 (CUSIP Number) 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). 13G CUSIP NO. 773903109 1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wells Fargo & Company 2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3) SEC USE ONLY 4) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF (5) SOLE VOTING POWER SHARES 102,643 BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 32,180,314 EACH (7) SOLE DISPOSITIVE POWER REPORTING 59,063 PERSON (8) SHARED DISPOSITIVE POWER WITH 32,344,817 9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 32,436,305 10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.05% 12) TYPE OF REPORTING PERSON HC 13G CUSIP NO. 773903109 1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wells Fargo Bank, N.A. 2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3) SEC USE ONLY 4) CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF (5) SOLE VOTING POWER SHARES 45,689 BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 32,180,314 EACH (7) SOLE DISPOSITIVE POWER REPORTING 38,600 PERSON (8) SHARED DISPOSITIVE POWER WITH 32,340,751 9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 32,379,351 10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 17.02% 12) TYPE OF REPORTING PERSON BK UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) DISCLAIMER: Information in this Schedule 13G is provided solely for the purpose of complying with Sections 13(d) and 13(g) of the Act and regulations promulgated thereunder, and is not to be construed as an admission that Wells Fargo & Company or any of its subsidiaries is the beneficial owner of the securities covered by this Schedule 13G for any purpose whatsoever. Item 1(a) Name of Issuer: Rockwell International Corp. Item 1(b) Address of Issuer's Principal Executive Offices: 600 Anton Boulevard, Suite 700 Costa Mesa, CA 92626-7147 Item 2(a) Name of Person Filing: 1. Wells Fargo & Company ("WFC") 2. Wells Fargo Bank, N.A. ("WFB") Item 2(b) Address of Principal Business Office: 1. WFC 420 Montgomery Street San Francisco, CA 94104 2. WFB 343 Sansome Street, 3rd Floor San Francisco, California 94163 Item 2(c) Citizenship: 1. WFC: Delaware 2. WFB: United States Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 773903109 Item 3 The person filing is a: 1. WFC: Parent Holding Company in accordance with 240.13d- 1(b)(1)(ii)(G) 2. WFB: Bank as defined in Section 3(a)(6) of the Act Item 4 Ownership: See Items 5-11 of each cover page 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 persons have ceased to be beneficial owners 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: Not applicable. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: See Attachment A 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 purposes 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 10, 2000 WELLS FARGO & COMPANY By: /s/ Laurel A. Holschuh Laurel A. Holschuh, Senior Vice President and Secretary ATTACHMENT A The Schedule 13G to which this attachment is appended is filed by Wells Fargo & Company on behalf of the following subsidiaries: Wells Fargo Bank, N.A.(1) Norwest Bank Colorado, N.A.(1) Norwest Bank Illinois, N.A.(1) Norwest Bank Indiana, N.A.(1) Norwest Bank Iowa, N.A.(1) Norwest Bank Minnesota, N.A.(1) Norwest Bank Minnesota North, N.A.(1) Norwest Bank Montana, N.A.(1) Norwest Bank Nebraska, N.A.(1) Norwest Bank South Dakota, N.A.(1) Norwest Bank Texas, N.A. (1) Norwest Bank Wisconsin, N.A.(1) Wells Fargo Bank New Mexico, N.A. (1) __________________ (1) Classified as a bank in accordance with Regulation 13d- 1(b)(1)(ii)(B). -----END PRIVACY-ENHANCED MESSAGE-----