-----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, WnOBadyRPSKatnoyGCLJkrL9cNvHRT6Qrtz0jt8k5CurSgjQXzJ3l6FIaIlgw0Z2 GdH7cSh9eWiAi3/3KzLVqQ== 0001031523-99-000024.txt : 19991203 0001031523-99-000024.hdr.sgml : 19991203 ACCESSION NUMBER: 0001031523-99-000024 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991202 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/A SEC ACT: SEC FILE NUMBER: 005-36940 FILM NUMBER: 99767995 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/A 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/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO 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. J.R. Simplot Self-Declaration of Revocable Trust J.R. Simplot Foundation 999 Main Street Boise, Idaho 83702 Telephone: (208) 336-2110 --------------------------------------- (Names, addresses and telephone numbers of persons authorized to receive notices and communications) November 22, 1999 ------------------------------------- (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: [ ] Page 1 of 7 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 5,545,100 Shares Beneficially 8) Shared Voting Power 100,000 Owned by Each 9) Sole Dispositive Power 5,545,100 Reporting Person With: 10) Shared Dispositive Power 100,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 5,645,100 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 11.418% 14) Type of Reporting Person IN Page 2 of 7 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons J.R. Simplot Foundation 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 100,000 Shares Beneficially 8) Shared Voting Power Owned by Each 9) Sole Dispositive Power 100,000 Reporting Person With: 10) Shared Dispositive Power 11) Aggregate Amount Beneficially Owned by Each Reporting Person 100,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 0.2% 14) Type of Reporting Person IN Page 3 of 7 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Don J. Simplot 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds PF/00 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 113,900 Shares Beneficially 8) Shared Voting Power 100,000 Owned by Each 9) Sole Dispositive Power 113,900 Reporting Person With: 10) Shared Dispositive Power 100,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 213,900 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 0.2% 14) Type of Reporting Person IN Page 4 of 7 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Scott R. Simplot 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds PF/00 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 0 Shares Beneficially 8) Shared Voting Power 100,000 Owned by Each 9) Sole Dispositive Power 0 Reporting Person With: 10) Shared Dispositive Power 100,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 100,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 0.2% 14) Type of Reporting Person IN Page 5 of 7 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. This Amendment No. 4 amends the Schedule 13D originally filed on December 28, 1998 on behalf of the J.R. Simplot Self-Declaration of Revocable Trust dated December 21, 1989 (the "Trust"), as amended by Amendment No. 1 to Schedule 13D filed on January 26, 1999, and as further amended by Amendment No. 2 to Schedule 13D filed on April 9, 1999, and as further amended by Amendment No. 3 to Schedule 13D filed on November 12, 1999. 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. The purpose of this Amendment is to report additional purchases of Stock by the Trust. 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 5. INTEREST IN SECURITIES OF THE ISSUER. - ----------------------------------------------- (a - b) As of November 23, 1999, the Trust owned 5,545,100 shares of Stock. As trustee of the Trust, Mr. Simplot has the sole power to vote and dispose of such shares. As of November 23, 1999, the Foundation owned 100,000 shares. Mr. Simplot shares with the other directors of the Foundation the power to vote and dispose of the shares of Stock held by the Foundation. One of the directors, Don J. Simplot, owns 113,900 shares of Stock in a separate account controlled solely by him. 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, 1999 (the "10-Q"), the shares owned by the Trust and the Foundation constitute approximately 11.418% of the 49,440,579 shares of Stock outstanding, as reported in the 10-Q. (c) During the 60 days prior to and including November 23, 1999, the Trust acquired the shares of Stock described below in open market purchases through ordinary brokerage transactions: Page 6 of 7
Purchase No. of Price per Share Date Shares (including commissions) -------- ------- ----------------------- 11/2/99 41,000 $48.605 11/3/99 81,000 49.437 11/17/99 69,100 50.392 11/18/99 205,600 51.448 11/19/99 161,100 51.269 11/22/99 126,200 51.889 11/23/99 23,800 51.984
(d - e) Not applicable. 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. J.R. Simplot Self-Declaration of Revocable Trust By //s// J.R. Simplot ----------------------------------- J.R. Simplot, as Trustee Date: December 2, 1999 J.R. Simplot Foundation By //s// Ronald N. Graves ----------------------------------- Ronald N. Graves, Secretary Date: December 2, 1999 Page 7 of 7 -----END PRIVACY-ENHANCED MESSAGE-----