-----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, Sd0qEWOU6PmiacyI7GgilbNrTJfDcnEAoUBc+YY91N6TjUb8/jzJg4kUTIclDF0A BhnNEZb8HaQ7JtyMI1EYFA== 0000062741-04-000047.txt : 20040212 0000062741-04-000047.hdr.sgml : 20040212 20040212131543 ACCESSION NUMBER: 0000062741-04-000047 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FRESH BRANDS INC CENTRAL INDEX KEY: 0001135431 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 392019963 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78015 FILM NUMBER: 04589607 BUSINESS ADDRESS: STREET 1: 2215 UNION AVENUE CITY: SHEBOYGAN STATE: WI ZIP: 53081 MAIL ADDRESS: STREET 1: 2215 UNION AVENUE CITY: SHEBOYGEN STATE: WI ZIP: 53081 FORMER COMPANY: FORMER CONFORMED NAME: SCHULTZ HOLDING CO INC DATE OF NAME CHANGE: 20010226 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MARSHALL & ILSLEY CORP/WI/ CENTRAL INDEX KEY: 0000062741 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 390968604 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ATTN: OFFICE OF THE GENERAL COUNSEL STREET 2: 770 NORTH WATER STREET CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 4147657801 MAIL ADDRESS: STREET 1: 770 NORTH WATER ST CITY: MILWAUKEE STATE: WI ZIP: 53202 SC 13G/A 1 frbrnd07.txt FORM 13G AMENDMENT NO 7 DATED 02/2004 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 7) Fresh Brands Inc. _____________________ (Name of Issuer) Common Stock ____________________ (Title of Class of Securities) 35803U108 ____________ (CUSIP Number) December 31, 2003 (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-(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. Check the following box if a fee is being paid with this statement. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) [ ] 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). Page 1 of 5 CUSIP No. 35803U108 13G Page 2 of 5 1) Name of Reporting Person S.S. or I.R.S. Identification No. of Reporting Person: MARSHALL & ILSLEY CORPORATION, I.D. No. 39-0452805 2) Check the Appropriate Box if a Member of a Group (See Instructions): (a) [ ] (b) [ ] 3) SEC Use Only 4) Citizenship or Place of Organization: Wisconsin Number of Shares Beneficially Owned by Each Reporting Person With: 5) Sole Voting Power: 0 6) Shared Voting Power: 388,343* 7) Sole Dispositive Power: 0 8) Shared Dispositive Power: 388,343* 9) Aggregate Amount Beneficially Owned by Each Reporting Person: 388,343* *Beneficial ownership of 388,343 shares is specifically disclaimed. See Item 4. 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): N/A 11) Percent of Class Represented by Amount in Row 9: 7.79% 12) Type of Reporting Person (See Instructions): HC CUSIP No. 35803U108 13G Page 3 of 5 Item 1(a). Name of Issuer: Fresh Brands Inc. Item 1(b). Address of Issuer's Principal Executive Offices: 2215 Union Avenue Sheboygan, WI 53081 Item 2(a). Name of Person Filing: Marshall & Ilsley Corporation Item 2(b). Address or Principal Business Office or, if none, Residence: 770 North Water Street Milwaukee, Wisconsin 53202 Item 2(c). Citizenship: Wisconsin Corporation Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 35803U108 Item 3. If this statement is filed pursuant to rules 13d-1 (b) (1), 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 Income Security Act of 1974 or Endowment fund: see Sec. 240.13d-1(b)(1)(ii)(F) (g) [XX] Parent Holding Company, in accordance with Sec. 240.13d-1 (b)(1)(ii)(G) (Note: See Item 7) (h) [ ] Group, in accordance with Sec. 240.13d-1 (b) (1) (h) (H) Item 4. Ownership. (a) Amount Beneficially Owned: 388,343* (b) Percent of Class: 7.79% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 388,343* (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 388,343* *Includes 388,343 shares held in one or more employee benefit plans, where the Marshall & Ilsley Trust Company N.A., as custodian, may be viewed as having voting or dispositive authority in certain situations pursuant to Department of Labor regulations or interpretations or federal case law. Pursuant to SEC Rule 13d-4, inclusion of such shares in this statement shall not be construed as an admission that the Reporting Person or its subsidiaries are, for purposes of Sections 13(d) or 13(g) of the Act, the beneficial owners of such securities. CUSIP No. 35803U108 13G Page 4 of 5 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 [ ]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. The following person is believed to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of more than 5% of the subject securities: Fresh Brands Distributing, Inc. Retirement Savings Plan Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company. The parent holding company has filed this schedule pursuant to Rule 13d-1(b)(1)(ii)(g) and each relevant subsidiary hereby consents to the filing of this statement on its behalf by the parent company: Marshall & Ilsley Trust Company N.A. a national banking association (successor to Marshall & Ilsley Trust Company, a Wisconsin banking corporation) Tax Identification No. 39-1186267 Item 8. Identification and Classification of Members of the Group. Not applicable Item 9. Notice of Dissolution of Group. Not applicable CUSIP No. 35803U108 13G Page 5 of 5 Item 10. Certification. The following certification shall be included if the statement is filed pursuant to Rule 13d-1 (b): 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, 2004 Signature: /s/ R.J. Erickson Name/Title: R.J. Erickson, Senior Vice President & General Counsel -----END PRIVACY-ENHANCED MESSAGE-----