-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, cj7KOhl5GSbvY/PXr34cuZBR23JIoXL3oWeG/xHg3+WXtgpubmfOeJM8l0i8d+Eq uu+b1vgzdBW376Y0r92xzA== 0000064782-94-000106.txt : 19940214 0000064782-94-000106.hdr.sgml : 19940214 ACCESSION NUMBER: 0000064782-94-000106 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OTTER TAIL POWER CO CENTRAL INDEX KEY: 0000075129 STANDARD INDUSTRIAL CLASSIFICATION: 4911 IRS NUMBER: 410462685 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 34 SEC FILE NUMBER: 005-06638 FILM NUMBER: 94506019 BUSINESS ADDRESS: STREET 1: 215 S CASCADE ST STREET 2: PO BOX 496 CITY: FERGUS FALLS STATE: MN ZIP: 56538-0496 BUSINESS PHONE: 2187398200 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MELLON BANK CORP CENTRAL INDEX KEY: 0000064782 STANDARD INDUSTRIAL CLASSIFICATION: 6021 IRS NUMBER: 251233834 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE MELLON BANK CENTER STREET 2: 500 GRANT ST CITY: PITTSBURGH STATE: PA ZIP: 15258-0001 BUSINESS PHONE: 4122345000 FORMER COMPANY: FORMER CONFORMED NAME: MELLON NATIONAL CORP DATE OF NAME CHANGE: 19841014 SC 13G/A 1 OTTER TAIL POWER SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20059 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6 ) NAME OF ISSUER: Otter Tail Power Company TITLE OF CLASS OF SECURITIES: Otter Tail Power Company Minnesota Common Stock, CUSIP NUMBER: 689648-103 Check the following box if a fee is being paid with this statement: [ ] CUSIP NO. 689648-103 (1) Names of Reporting Persons MELLON BANK CORPORATION SS or IRS Identification Nos. IRS No. 25-1233834 of Above Persons (2) Check the Appropriate Box (a) if a Member of a Group (See Instructions) (b) (3) SEC Use Only (4) Citizenship or Place United States of Organization Number of Shares (5) Sole Voting Beneficially Power 60,000 Owned by Each Reporting Person With (6) Shared Voting Power 0 (7) Sole Dispositive Power 60,000 (8) Shared Dispositive Power 0 (9) Aggregate Amount Beneficially Owned by Each Reporting Person 986,178 (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) (11) Percent of Class Represented 8.82 by Amount in Row (9) (12) Type of Reporting Person HC (See Instructions) - 2(a) - CUSIP NO. 689648-103 (1) Names of Reporting Persons MELLON BANK, N.A. SS or IRS Identification Nos. IRS No. 25-0659306 of Above Persons (2) Check the Appropriate Box (a) if a Member of a Group (See Instructions) (b) (3) SEC Use Only (4) Citizenship or Place United States of Organization Number of Shares (5) Sole Voting Beneficially Power 40,000 Owned by Each Reporting Person With (6) Shared Voting Power 0 (7) Sole Dispositive Power 40,000 (8) Shared Dispositive Power 0 (9) Aggregate Amount Beneficially Owned by Each Reporting Person 966,176 (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) (11) Percent of Class Represented 8.64 by Amount in Row (9) (12) Type of Reporting Person BK (See Instructions) - 2(b) - CUSIP NO. 689648-103 (1) Names of Reporting Persons OTTER TAIL POWER SS or IRS Identification Nos. COMPANY EMPLOYEE STOCK of Above Persons OWNERSHIP PLAN TRUST IRS No. 25-6271413 (2) Check the Appropriate Box (a) if a Member of a Group (See Instructions) (b) (3) SEC Use Only (4) Citizenship or Place United States of Organization Number of Shares (5) Sole Voting 0 Beneficially Power Owned by Each Reporting Person With (6) Shared Voting 0 Power (7) Sole Dispositive 0 Power (8) Shared Dispositive 0 Power (9) Aggregate Amount Beneficially Owned by Each Reporting Person 926,178* * See Exhibit II (A) (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) (11) Percent of Class Represented 8.29 by Amount in Row (9) (12) Type of Reporting Person EP (See Instructions) - 2(c) - SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Under the Securities and Exchange Act of 1934) Item 1(a) Name of Issuer: Otter Tail Power Company Item 1(b) Address of Issuer's Principal Executive Offices: 215 S. Cascade Street Fergus Falls, MN 56537-0496 Item 2 (a) Name of Person Filing: Mellon Bank Corporation, Subsidiaries (including but not limited to the Subsidiaries of The Boston Company, Inc.) as listed on Exhibit I and Otter Tail Power Company Employee Stock Ownership Plan Trust Item 2(b) Address of Principal Business Office, or if None, Residence: Mellon Bank Corporation One Mellon Bank Center Pittsburgh, Pennsylvania 15258 Item 2(c) Citizenship: United States Item 2(d) Title of Class of Securities: Otter Tail Power Corporation Minnesota Common Stock, Par Value $5 per share Item 2(e) CUSIP Number: 689648-103 Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act. (b) [x] Bank as defined in Section 3(a)(6) of the Act. - 3 - SCHEDULE 13G (Continued) (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 Advisor registered under Section 203 of the Investment Advisers Act of 1940. (f) [x] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F). (g) [x] Parent Holding Company, in accordance with Section 240.13-d(1)(b)(ii)(G). (Note: See Item 7) (h) [ ] Group, in accordance with Section 240.13d(1)(b)(ii)(H). Item 4 Ownership: (a) Amount beneficially owned: 986,178* *See Exhibit II (A) (C) (b) Percent of class: 8.82 (c) Number of shares as to which person has: (i) Sole power to vote or to direct the vote: 60,000 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of shares: 60,000 (iv) Shared power to dispose or to direct the disposition of shares: 0 Item 5 Ownership of Five Percent or Less of a Class: N/A - 4 - SCHEDULE 13G (Continued) Item 6 Ownership of More than Five Percent on Behalf of Another Person: All of the securities are beneficially owned by Mellon Bank Corporation and subsidiaries in their various fiduciary capacities. As a result, another entity in every instance is entitled to dividends or proceeds of sale. The number of individual accounts holding an interest of 5% or more is 1. Employee Benefits Trust 926,178 - 8.29%. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company: This Schedule is filed on behalf of Mellon Bank Corporation and Subsidiaries (including but not limited to the Subsidiaries of The Boston Company, Inc.) as noted on Exhibit I. Item 8 Identification and Classification of Members of the Group: N/A Item 9 Notice of Dissolution of Group: N/A 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 purposes or effect. - 5 - 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, 1994 MELLON BANK CORPORATION By /s/ Michael E. Bleier Michael E. Bleier General Counsel MELLON BANK, N.A. By /s/ Stephen A. Yoder Stephen A. Yoder Assistant General Counsel MELLON BANK, N.A. AS TRUSTEE OF THE OTTER TAIL POWER COMPANY EMPLOYEE STOCK OWNERSHIP PLAN TRUST By /s/ Stephen A. Yoder Stephen A. Yoder Assistant General Counsel - 6 - EXHIBIT I The shares reported on the attached Form 13G are held by the following Subsidiaries of Mellon Bank Corporation (including but not limited to the Subsidiaries of The Boston Company, Inc.) as marked (X): (A) (X) Boston Safe Deposit and Trust Company Boston Safe Deposit and Trust Company of California Boston Safe Deposit and Trust Company of New York (X) Mellon Bank, N.A. Mellon Bank (Delaware) National Association Mellon Bank (MD) (B) Franklin Portfolio Laurel Capital Advisors (X) Mellon Capital Management Corporation Mellon Equity Associates The Boston Company Advisors, Inc. The Boston Company Financial Strategies, Inc. The Boston Company Institutional Investors, Inc. The Item 3 classification of each of the subsidiaries listed under (A) above is "Item 3(b) Bank as defined in Section 3(a)(6) of the Act." The Item 3 classification of each of the subsidiaries listed under (B) above is "Item 3 (e) Investment Advisor registered under Section 203 of the Investment Advisers Act of 1940." - 7 - EXHIBIT II (A) Mellon Bank, N.A. is the trustee of the issuer's employee benefit plan (the "Plan") which is subject to ERISA. The securities reported include all shares held of record by Mellon Bank, N.A. as trustee of the Plan. The reporting person, however, disclaims beneficial ownership of all shares that have been allocated to the individual accounts of employee participants in the Plan for which directions have been received and followed. (B) This number includes securities not outstanding which are subject to options, warrants, rights or conversion privileges that are exercisable within 60 days. (C) The filing of this Schedule 13G shall not be construed as an admission that Mellon Bank Corporation, or its subsidiaries and affiliates, including Mellon Bank, N.A., are, for the purposes of this Section 13(d) or 13(g) of the Act, the beneficial owners of any securities covered by this Schedule 13G. - 8 - -----END PRIVACY-ENHANCED MESSAGE-----