-----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, MwoHBMM0J/JCAYKZWtYScIFeYOc3J4bX4q/cSvTzS7uMUsh9L3GxiEszz7dwINgj QWvwix+i5R+0aICpkTj9PQ== 0001104659-06-007739.txt : 20060210 0001104659-06-007739.hdr.sgml : 20060210 20060210113734 ACCESSION NUMBER: 0001104659-06-007739 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060210 DATE AS OF CHANGE: 20060210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UBIQUITEL INC CENTRAL INDEX KEY: 0001108487 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 233017909 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60597 FILM NUMBER: 06596299 BUSINESS ADDRESS: STREET 1: 1 BALA PLAZA SUITE 402 CITY: BALA CYNWYD STATE: PA ZIP: 19004 BUSINESS PHONE: 6106609510 MAIL ADDRESS: STREET 1: 1 BALA PLAZA SUITE 402 CITY: BALA CYNWUD STATE: PA ZIP: 19004 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TOLL BRUCE E CENTRAL INDEX KEY: 0000923326 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: BRU HOLDING CO INC STREET 2: 3101 PHILMONT AVENUE CITY: HUNTINGDON VALLEY STATE: PA ZIP: 19006 BUSINESS PHONE: 2159388044 MAIL ADDRESS: STREET 1: 3103 PHILMONT AVENUE CITY: HUNTINGDON STATE: PA ZIP: 19006 SC 13G/A 1 a06-4638_2sc13ga.htm BENEFICIAL OWNERSHIP OF 5% OR MORE

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires:
December 31, 2005

 

SCHEDULE 13G

(Rule 13d-102)

Estimated average burden hours per response. . 11

 

Under the Securities Exchange Act of 1934

 

INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES

13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)

(Amendment No. 5)*

 

UBIQUITEL INC.

(Name of Issuer)

Common Stock, $0.0005 par value

(Title of Class of Securities)

903474302

(CUSIP Number)

December 31, 2005

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

ý

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).

 

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 


 

 

CUSIP No. 903474302

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Bruce E. Toll

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
5,613,842 (1)

 

6.

Shared Voting Power 
-0-

 

7.

Sole Dispositive Power 
5,613,842 (1)

 

8.

Shared Dispositive Power
-0-

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,613,842 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

(1)   See Item 4 herein.

 

2


 

Item 1.

 

(a)

Name of Issuer.
UbiquiTel Inc.

 

(b)

Address of Issuer’s Principal Executive Offices.
One West Elm Street

Suite 400

Conshohocken, Pennsylvania 19428

 

Item 2.

 

(a)

Name of Person Filing.
Bruce E. Toll

 

(b)

Address of Principal Business Office or, if none, Residence.
250 Gibralter Road

Horsham, PA 19044

 

(c)

Citizenship.
United States of America

 

(d)

Title of Class of Securities.
Common Stock

 

(e)

CUSIP Number.
903474302

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

 

 

 

 

Not applicable

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

5,613,842 (1)

 

(b)

Percent of class:   

6.0%

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote:

5,613,842 (1)

 

 

(ii)

Shared power to vote or to direct the vote:

-0-

 

3


 

 

 

(iii)

Sole power to dispose or to direct the disposition of:

5,613,842 (1)

 

 

(iv)

Shared power to dispose or to direct the disposition of:

-0-

 

(1)           The Reporting Person beneficially owns 5,561,342 shares through BRU Holding Co., LLC, a Delaware limited liability company, of which the Reporting Person is the sole member. Includes 52,500 shares beneficially owned directly subject to options exercisable within 60 days of this filing.

 

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   o.

 

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 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.

 

Not applicable

 

 

4


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.

 

 

February 10, 2006

 

Date

 


/s/ Bruce E. Toll

 

Signature

 


Bruce E. Toll

 

Name/Title

 

5

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