-----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, VrQPX25nf7CXBq6BcN6Cwuaj724xERau8o89vYSEZUz8NOPzRYJVRcRZVDCfv7wC V5g2rSi65cXyfnCBU234Gg== 0000919574-02-000722.txt : 20020415 0000919574-02-000722.hdr.sgml : 20020415 ACCESSION NUMBER: 0000919574-02-000722 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020314 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTERGRAPH CORP CENTRAL INDEX KEY: 0000351145 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 630573222 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-33081 FILM NUMBER: 02575399 BUSINESS ADDRESS: STREET 1: 1 MADISON INDUSTRIAL PARK IW2000 CITY: HUNTSVILLE STATE: AL ZIP: 35894-0001 BUSINESS PHONE: 2567302000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KENSICO CAPITAL MANAGEMENT CORP CENTRAL INDEX KEY: 0001113000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 200 PARK AVE STREET 2: SUITE 3300 CITY: NEW YORK STATE: NY ZIP: 10017 MAIL ADDRESS: STREET 1: 200 PARK AVE STREET 2: SUITE 3300 CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 in02994001aa4.txt 9: UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: * Name of Issuer: Intergraph Corp. Title of Class of Securities: Common Stock, $.10 par value CUSIP Number: 458683109 (Date of Event Which Requires Filing of this Statement) March 4, 2002 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: / / Rule 13d-1(b) /X/ 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). CUSIP Number: 458683109 1. Name of Reporting Person I.R.S. Identification No. of Above Person Thomas J. Coleman 2. Check the Appropriate Box if a Member of a Group a. b. X 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: 72,000 6. Shared Voting Power: 2,478,480 7. Sole Dispositive Power: 72,000 8. Shared Dispositive Power: 2,478,480 9. Aggregate Amount Beneficially Owned by Each Reporting Person 2,550,480 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares -2- 11. Percent of Class Represented by Amount in Row (9) 5.13% 12. Type of Reporting Person IN -3- Item 1(a) Name of Issuer: Intergraph Corp. (b) Address of Issuer's Principal Executive Offices: One Madison Industrial Park IW 2000 Huntsville, AL 35899-0001 Item 2(a) - (c). Name, Principal Business Address, and Citizenship of Persons Filing: Thomas J. Coleman c/o Kensico Capital LLC Kensico Capital Management Corp. 200 Park Avenue - Suite 3300 New York, New York 10017 (d) Title of Class of Securities: Common Stock, $.10 par value (e) CUSIP Number: 458683109 Item 3. If this statement is filed pursuant to Rule 13d-1(b)(1) or 13d-2(b) or (c) check whether the person filing is: (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, (g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G), -4- (h) / / Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act, (i) / / Church plan excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act, (j) / / Group, in accordance with Rule 13d- 1(b)(1)(ii)(H). If this statement is filed pursuant to Rule 13d-1(c), check this box. /X/ Item 4. Ownership. (a) Amount Beneficially Owned: 2,550,480 shares beneficially owned by Thomas J. Coleman (b) Percent of Class: 5.13% by Thomas J. Coleman (c) Thomas J. Coleman: 2,478,480 shares with shared power to vote or to direct the vote; 72,000 shares with sole power to vote or to direct the vote; 2,478,480 shares with shared power to dispose or to direct the disposition of; 72,000 shares with the sole power to dispose or to direct the disposition of Item 5. Ownership of Five Percent or Less of a Class. N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company. N/A Item 8. Identification and Classification of Members of the Group. N/A -5- Item 9. Notice of Dissolution of the Group. N/A Item 10. Certification for Rule 13d-1(c): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. /s/ Thomas J. Coleman _________________________ Thomas J. Coleman March 11, 2002 __________________ Date -6- 02994001.AA4 -----END PRIVACY-ENHANCED MESSAGE-----