-----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, Sk5sIKXes8xzHaQ81+fpCoCEmta6ADRlmBhaPFef9vWa1pZ9i8EwDl3NoN4z8HRH qOs5Crljv3wd9G9UUbhk0w== 0000932471-04-000189.txt : 20040204 0000932471-04-000189.hdr.sgml : 20040204 20040204105110 ACCESSION NUMBER: 0000932471-04-000189 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040204 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VANGUARD FIDUCIARY TRUST CO CENTRAL INDEX KEY: 0000933478 IRS NUMBER: 232186884 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 500 ADMIRAL NELSON BLVD CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6106691000 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN GREETINGS CORP CENTRAL INDEX KEY: 0000005133 STANDARD INDUSTRIAL CLASSIFICATION: GREETING CARDS [2771] IRS NUMBER: 340065325 STATE OF INCORPORATION: OH FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-14133 FILM NUMBER: 04565241 BUSINESS ADDRESS: STREET 1: ONE AMERICAN ROAD CITY: CLEVELAND STATE: OH ZIP: 44144 BUSINESS PHONE: 2162527300 MAIL ADDRESS: STREET 1: ONE AMERICAN ROAD CITY: CLEVELAND STATE: OH ZIP: 44144 SC 13G 1 americangreetingscorp.txt AMERICAN GREETINGS CORP. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.: 0)* NAME OF ISSUER: American Greetings Corp. TITLE OF CLASS OF SECURITIES: Class B Common Stock CUSIP NUMBER: 026375204 DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT: December 31, 2003 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: (X) Rule 13d-1(b) ( ) 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). (Continued on the following page(s)) PAGE 1 OF 6 PAGES 13G CUSIP No.: 026375204 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Vanguard Fiduciary Trust Company, in its capacity as trustee for certain employee benefit plans 2. CHECK THE APPROPRIATE [LINE] IF A MEMBER OF A GROUP Not Applicable A. B. - 3. SEC USE ONLY 4. CITIZENSHIP OF PLACE OF ORGANIZATION Pennsylvania (For questions 5-8, report the number of shares beneficially owned by each reporting person with:) 5. SOLE VOTING POWER None 6. SHARED VOTING POWER 943,332 Shares 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER 943,332 Shares PAGE 2 OF 6 PAGES 13G CUSIP No.: 026375204 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 943,332 Shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES N/A 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 20.525% 12. TYPE OF REPORTING PERSON BK PAGE 3 OF 6 PAGES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------ SCHEDULE 13G UNDER THE SECURITIES ACT OF 1934 ------------ Check the following [line] if a fee is being paid with this statement N/A Item 1 (a) - Name of Issuer American Greetings Corp. Item 1 (b) - Address of Issuer's Principal Executive Officers: One American Road, Cleveland, OH 44144 Item 2 (a) - Name of Person Filing: Vanguard Fiduciary Trust Company, in its capacity as trustee for certain employee benefit plans. Item 2 (b) - Address of Principal Business Office or, if none, Residence: 500 Admiral Nelson Blvd. Malvern, PA 19355 Item 2 (c) - Citizenship Vanguard Fiduciary Trust Company is a trust company organized under the laws of the Commonwealth of Pennsylvania. Item 2 (d) - Title of Class of Securities Class B Common Stock Item 2 (e) - CUSIP Number 026375204 Item 3 - Type of Filing: This statement is being filed pursuant to Rule 13d-1(b), or 13d-2(d), check whether the person filing is a: (b) X Bank as defined in Section 3(a)(6) of the Act. PAGE 4 OF 6 PAGES Item 4 - Ownership: (a) Amount Beneficially Owned: 943,332 Shares (b) Percent of Class: 20.525% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: None (ii) shared power to vote or to direct the vote: 943,332 Shares* (iii) sole power to dispose or to direct the disposition of: None (iv) shared power to dispose or to direct the disposition of: 943,332 Shares** * Vanguard Fiduciary Trust Company (VFTC) is the trustee of certain employee benefit plans. Shares of the issuer's Common Stock are held in trust for the benefit of employees in the plans. As of December 31, 2003, the trustee held 943,332 shares of the issuer's Common Stock on behalf of the plans, a percentage of which had not been allocated to plan participants. VFTC votes shares in accordance with the terms of the plan (subject to the trustee's responsibilities under the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), as applicable). ** Shares of Common Stock are held in the issuer's employee benefit plans in various accounts and were allocated by the source of contribution (employer, the predecessor to the employer or the employee). Shares of Common Stock held on behalf of the plans may be disposed of by the trustee only in accordance with the terms of the plans. 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 PAGE 5 OF 6 PAGES Item 9. Notice of Dissolution of Group Not Applicable Item 10. Certification. 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 purpose 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 4, 2004 VANGUARD FIDUCIARY TRUST COMPANY, AS TRUSTEE FOR CERTAIN EMPLOYEE BENEFIT PLANS BY:____________________________________________ NAME: MATTHEW KOGAN TITLE: ASSISTANT SECRETARY PAGE 6 OF 6 PAGES -----END PRIVACY-ENHANCED MESSAGE-----