-----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, IjHd+iUjNuJN4npyxc4l4CGN9Y5Z8lr8E5iEDSjMmvlkC2UDGEQKpSOp+1mrfKie oBRUE8AT1C3ad5L+COV7aA== 0000950134-00-001164.txt : 20000215 0000950134-00-001164.hdr.sgml : 20000215 ACCESSION NUMBER: 0000950134-00-001164 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARTE HANKS INC CENTRAL INDEX KEY: 0000045919 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS PUBLISHING [2741] IRS NUMBER: 741677284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-11680 FILM NUMBER: 539951 BUSINESS ADDRESS: STREET 1: 200 CONCORD PLAZA DR STE 800 CITY: SAN ANTONIO STATE: TX ZIP: 78216 BUSINESS PHONE: 2108299000 FORMER COMPANY: FORMER CONFORMED NAME: HARTE HANKS COMMUNICATIONS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: HARTE HANKS NEWSPAPERS INC DATE OF NAME CHANGE: 19771010 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SHELTON ANDREW B CENTRAL INDEX KEY: 0000919000 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O DAVID COPELAND STREET 2: 1052 NORTH 5TH STREET SUITE 101 CITY: ABILENE STATE: TX ZIP: 79601 BUSINESS PHONE: 9156767724 MAIL ADDRESS: STREET 1: C/O DAVID COPELAND STREET 2: 1052 NORTH 5TH STREET SUITE 101 CITY: ABILENE STATE: TX ZIP: 79601 SC 13D/A 1 AMENDMENT NO. 3 TO SCHEDULE 13D 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS FILED PURSUANT TO 13d-2(a) (AMENDMENT NO. 3) Harte-Hanks, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, Par Value $1.00 - -------------------------------------------------------------------------------- (Title of Class of Securities) 416196103 --------------------------------------------- (CUSIP Number) David L. Copeland Sipco, Inc. 273 Walnut Street Abilene, Texas 79601 (915) 676-7724 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 14, 2000 -------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Note. Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. (Continued on following pages) (Page 1 of 4 pages) - --------------- 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 purposes 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). 2 SCHEDULE 13D - ----------------------------- ------------------------------ CUSIP NO. 416196 10 3 PAGE 2 OF 4 PAGES - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR IRS. IDENTIFICATION NO. OF ABOVE PERSON ANDREW B. SHELTON REVOCABLE TRUST - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS NOT APPLICABLE - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] NOT APPLICABLE - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 6,857,696 BENEFICIALLY -------------------------------------------------- OWNED BY 8 SHARED VOTING POWER EACH NONE REPORTING -------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 6,857,696 -------------------------------------------------- 10 SHARED DISPOSITIVE POWER NONE - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,857,696 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THAT AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.0% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON OO - -------------------------------------------------------------------------------- 3 ITEM 1. SECURITY AND ISSUER The class of securities to which this statement relates is the common stock, $1.00 par value (the "Common Stock") of Harte-Hanks, Inc., a Delaware corporation (the "Issuer"), the principal executive offices of which are located at 200 Concord Plaza Drive, Suite 800, San Antonio, Texas 78216. ITEM 2. IDENTITY AND BACKGROUND (a)-(c), (f) The Andrew B. Shelton Revocable Trust (the "Trust") is an intervivos trust that was established under the laws of the State of Texas for the benefit of certain family members of Andrew B. Shelton and such other persons in accordance with the terms of Trust. The initial Trustee and Settlor with full power of revocation and substitution was Andrew B. Shelton. Upon the death of Mr. Shelton on January 16, 1997, the Trust became irrevocable. The successor trustee is: David L. Copeland, a United States citizen, whose principal occupation is President of Sipco, Inc., and whose business address is 273 Walnut Street, Abilene, Texas 79601. (d)-(e) Neither the Trust nor David L. Copeland has, during the last five years, been (i) convicted in a criminal proceeding or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities law or finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Not Applicable. During Mr. Shelton's life, he reported the shares held by the Trust in his individual capacity. Upon his death the Trust is irrevocable and the shares are now being reported as beneficially owned by the Trust and David L. Copeland by virtue of his appointment as successor trustee. ITEM 4. PURPOSE OF TRANSACTION (a) Not applicable. Neither the Trust nor Mr. Copeland as trustee has any present plans or proposals which relate to or would result in the occurrence of the events described in Items 4(b) - 4(j). Page 3 of 4 pages 4 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) The Trust beneficially owns 6,857,696 shares of the Common Stock, which represents approximately 10.02% of the outstanding Issuer Common Stock. (b) Mr. Copeland as Trustee exercises sole voting and dispositive power with respect to the trust shares of the Issuer Common Stock; provided that the dispositive power is exercised in accordance with the terms of the Trust. (c) None. (d) None. (e) Not Applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. David L. Copeland serves as successor trustee of the Andrew B. Shelton Revocable Trust. To the best knowledge of the undersigned, there are no other contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option agreement, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Not Applicable. 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. Dated as of February 14, 2000. Andrew B. Shelton Revocable Trust By: /s/ David L. Copeland ------------------------------ David L. Copeland as Trustee Page 4 of 4 pages -----END PRIVACY-ENHANCED MESSAGE-----