Schedule 13G/A

-----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, SQue8pjJOfgSYcayZHdh/dzpsfz/UBdUovxwyVVEFYNfb7oFWw0FyHhxWkgCP5Nz ZFzcTrsNhRiwM2YzTV7/vg== 0001193125-05-033133.txt : 20050218 0001193125-05-033133.hdr.sgml : 20050218 20050218172131 ACCESSION NUMBER: 0001193125-05-033133 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050218 DATE AS OF CHANGE: 20050218 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WASTE INDUSTRIES USA INC CENTRAL INDEX KEY: 0001125845 STANDARD INDUSTRIAL CLASSIFICATION: REFUSE SYSTEMS [4953] IRS NUMBER: 560954929 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78051 FILM NUMBER: 05628485 BUSINESS ADDRESS: STREET 1: 3301 BENSON DR STREET 2: STE 601 CITY: RALEIGH STATE: NC ZIP: 27609 BUSINESS PHONE: 9193254000 MAIL ADDRESS: STREET 1: 3301 BENSON DR STREET 2: STE 601 CITY: RALEIGH STATE: NC ZIP: 27609 FORMER COMPANY: FORMER CONFORMED NAME: WASTE HOLDINGS INC DATE OF NAME CHANGE: 20001004 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: POOLE LONNIE C JR CENTRAL INDEX KEY: 0001055816 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 9197820095 MAIL ADDRESS: STREET 1: C/O WASTE INDUSTRIES INC STREET 2: 3949 BROWNING PLACE CITY: RALEIGH STATE: NC ZIP: 27609 SC 13G/A 1 dsc13ga.htm SCHEDULE 13G/A Schedule 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO. 7)*

WASTE INDUSTRIES USA, INC.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

941057 10 1

(CUSIP Number)

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

¨ Rule 13d-1(b)

¨ Rule 13d-1(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 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 NUMBER 941057 10 1

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1.		Name of Reporting Person I.R.S. Identification No. of Above Person (entities only) Lonnie C. Poole, Jr.
2.		Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨ Not Applicable
3.		SEC Use Only
4.		Citizenship or Place of Organization United States

Number of

Beneficially

Owned By

Each

Reporting

Person

With

5. Sole Voting Power

1,993,822

6. Shared Voting Power

2,256,279

7. Sole Dispositive Power

1,993,822

8. Shared Dispositive Power

2,256,279


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 4,250,101
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) 31.42%
12.		Type of Reporting Person (See Instructions) IN

CUSIP NUMBER 941057 10 1

Page 3 of 5

Item 1

(a)

Name of Issuer

Waste Industries USA, Inc.

Item 1

(b)

Address of Issuer’s Principal Executive Offices

3301 Benson Drive, Suite 601, Raleigh, NC 27609

Item 2

(a)

Name of Person Filing

Lonnie C. Poole, Jr.

Item 2

(b)

Address of Principal Business Office, or, if None, Residence

3301 Benson Drive, Suite 601, Raleigh, NC 27609

Item 2

(c)

Citizenship

United States

Item 2

(d)

Title of Class of Securities

Common Stock

Item 2

(e)

CUSIP Number

941057 10 1

Item 3.

Filing Pursuant to Rules 13d-1(b) or 13d-2(b)

Not Applicable

CUSIP NUMBER 941057 10 1

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Item 4.	Ownership

	(a)	Amount Beneficially Owned:

		On December 31, 2004, Mr. Poole beneficially owned an aggregate of 4,250,101 shares of the Issuer’s common stock which includes (i) 1,931,755 shares of the Issuer’s common stock owned directly, (ii) options to purchase 32,600 shares of the Issuer’s common stock that were exercisable within sixty (60) days of December 31, 2004, (iii) 331,847 shares of common stock held in a Grantor Retained Annuity Trust (GRAT), (iv) 1,741,729 shares of common stock held in grantor trusts for the benefit of his children, (v) 1,000 shares of common stock held by Mr. Poole’s spouse, (vi) 181,703 shares of common stock held by an investment partnership in which Mr. Poole is a general partner, and (vii) 29,467 shares of common stock held by a trust for the benefit of his grandchildren for which Mr. Poole serves as the trustee.

	(b)	Percentage of Class:

		31.42%

	(c)	See Rows (5)-(8) on Page 2. The shares as to which Mr. Poole has sole voting and dispositive power include 32,600 shares subject to currently exercisable options. The shares as to which Mr. Poole shares voting and dispositive power are held by his spouse and three grantor trusts of which Mr. Poole’s children are beneficiaries and/or trustees.

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

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 NUMBER 941057 10 1

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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 18, 2005

Date

/s/ Lonnie C. Poole, Jr.

Lonnie C. Poole, Jr.

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