-----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, RuZCGU/IgGEAGbAZlBxX8jRozTCto3SS8pMFZEL1wgtn2CeFicahvCp36o5CR9bv rg7NuJJoj+leC1YqR6gFvQ== 0001031523-98-000011.txt : 19981229 0001031523-98-000011.hdr.sgml : 19981229 ACCESSION NUMBER: 0001031523-98-000011 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981228 GROUP MEMBERS: J.R. SIMPLOT SELF DECLARATION OF REVOCABLE TRUST GROUP MEMBERS: SIMPLOT J R SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: USG CORP CENTRAL INDEX KEY: 0000757011 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE GYPSUM PLASTER PRODUCTS [3270] IRS NUMBER: 363329400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-36940 FILM NUMBER: 98776286 BUSINESS ADDRESS: STREET 1: 125 S FRANKLIN ST STREET 2: DEPT. 188 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3126064000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SIMPLOT J R CENTRAL INDEX KEY: 0000947911 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 999 MAIN ST CITY: BOISE STATE: IA ZIP: 83702 BUSINESS PHONE: 2083362110 MAIL ADDRESS: STREET 1: 999 MAIN ST CITY: BOISE STATE: IA ZIP: 83702 FORMER COMPANY: FORMER CONFORMED NAME: SIMPLOT J R ET AL DATE OF NAME CHANGE: 19950712 SC 13D 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 USG CORPORATION --------------------------------- (Name of Issuer) Common Stock ($.10 par value) -------------------------------- (Title of Class of Securities) 903293405 -------------- (CUSIP Number) Ronald N. Graves, Esq. John R. Simplot Self-Declaration of Revocable Trust 999 Main Street Boise, Idaho 83702 Telephone: (208) 336-2110 ---------------------------- (Names, addresses and telephone numbers of persons authorized to receive notices and communications) December 17, 1998 ------------------- (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 statement because of Rule 13d- 1(e), 13d-1(f) or 13d-1(g), check the following box: [ ] 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons J.R. Simplot/J.R. Simplot Self Declaration of Revocable Trust 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds WC 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization US Number of 7) Sole Voting Power 4,227,300 Shares Beneficially 8) Shared Voting Power 60,000 Owned by Each 9) Sole Dispositive Power 4,227,300 Reporting Person With: 10) Shared Dispositive Power 60,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 4,287,300 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 8.63% 14) Type of Reporting Person IN ITEM 1. SECURITY AND ISSUER - ----------------------------- The class of securities to which this Statement relates is the common stock, par value $.10 per share (the "Stock"), of USG Corporation (the "Issuer"), whose address is 125 S. Franklin Street, Chicago, Illinois 60606. ITEM 2. IDENTITY AND BACKGROUND - --------------------------------- (a through f) This statement is being filed on behalf of the John R. Simplot Self-Declaration of Revocable Trust dated December 21, 1989 (the "Trust"). The Trust is an inter vivos revocable trust of which Mr. J.R. Simplot ("Mr. Simplot") is the trustee and beneficiary. Mr. Simplot is a U.S. citizen. Mr. Simplot is Chairman Emeritus of, and a consultant to, J.R. Simplot Company, 999 Main Street, Boise, Idaho 83702. Mr. Simplot has not during the past five years been convicted in any criminal proceeding, excluding traffic violations or similar misdemeanors, and has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION - ----------------------------------------------------------- The Trust purchased the shares of Stock reported in Item 5 with personal funds of the Trust and with funds provided pursuant to customary margin arrangements between the Trust and Merrill Lynch. ITEM 4. PURPOSE OF TRANSACTION - -------------------------------- Investment. (a) Mr. Simplot may from time to time seek to increase, reduce or dispose of his investment in the Stock in the open market, in privately negotiated transactions, or otherwise. The determination to effect any such transactions will depend on, among other things, the market price, availability of funds, borrowing costs, market conditions, developments affecting the Issuer and Mr. Simplot, other opportunities available to Mr. Simplot and other considerations. Mr. Simplot intends, from time to time, to review his investment in the Issuer and to take such action with respect to the Issuer as he considers desirable in light of the circumstances then prevailing. (b - j) Not applicable. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER - ---------------------------------------------- (a - b) As of December 24, 1998, the Trust owned 4,227,300 shares of Stock. As trustee of the Trust, Mr. Simplot has the sole power to vote and dispose of such shares. Mr. Simplot also shares voting and dispositive power with his son, Don Simplot, for 60,000 shares of Stock held in a joint account for the benefit of Don Simplot. Mr. Simplot disclaims any beneficial interest in such shares. Based upon information contained in the Quarterly Report on Form 10-Q of the Issuer filed with the Securities and Exchange Commission for the quarter ended September 30, 1998 (the "10-Q"), the shares owned constitute approximately 8.63% of the 49,686,878 shares of Stock outstanding, as reported in the 10-Q. (c) During the 60 days prior to and including December 24, 1998, the Trust acquired the shares of Stock described below in open market purchases through ordinary brokerage transactions: Purchase No. of Price per Share Date Shares (excluding commissions) --------- ------ ---------------- 11/06/98 42,000 49.786 11/09/98 69,000 49.635 11/10/98 99,300 49.568 11/11/98 39,700 49.500 11/25/98 11,800 49.499 11/27/98 22,600 49.792 11/30/98 70,000 49.930 12/01/98 30,600 48.961 12/17/98 715,000 44.070 12/18/98 600,000 47.500 12/22/98 243,100 50.500 12/24/98 284,200 49.995
(d - e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER - ----------------------------------------------------------------- Not applicable. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS - ------------------------------------------ None After reasonable inquiry and to the best of my knowledge and belief, I certify the information set forth in this statement is true, complete and correct. John R. Simplot Self-Declaration of Revocable Trust By //s// John R. Simplot ------------------------------ John R. Simplot, as Trustee Date: December 24, 1998 -----END PRIVACY-ENHANCED MESSAGE-----