-----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, GpYvqxyzkzMa9qDBbms2AEEm+P+kMCq+NkOsg1kzWwqPneAYsppZcIGrTT5bsoVz L443bOskZEhbud1BcWRyww== 0001031523-02-000011.txt : 20020522 0001031523-02-000011.hdr.sgml : 20020522 20020522142552 ACCESSION NUMBER: 0001031523-02-000011 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020522 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: 1934 Act SEC FILE NUMBER: 005-36940 FILM NUMBER: 02659705 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 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 schedule13damendment9.txt SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 AMENDMENT NO. 9 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) May 16, 2002 _____________________________ (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 10 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 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 2,008,400 Shares Beneficially 8) Shared Voting Power 100,000 Owned by Each 9) Sole Dispositive Power 2,008,400 Reporting Person With 10) Shared Dispositive Power 100,000 11) Aggregate Amount Beneficially Owned by Each Reporting Person 2,108,400 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 4.9% 14) Type of Reporting Person IN Page 2 of 10 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 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) .2% 14) Type of Reporting Person IN Page 3 of 10 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 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) .2% 14) Type of Reporting Person IN Page 4 of 10 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) .2% 14) Type of Reporting Person IN Page 5 of 10 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons JRS Investments LLC/EIN 82 0514633 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds 00 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization Idaho Number of 7) Sole Voting Power 170,000 Shares Beneficially 8) Shared Voting Power 0 Owned by Each 9) Sole Dispositive Power 170,000 Reporting Person With: 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 170000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) .4% 14) Type of Reporting Person CO Page 6 of 10 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons JRS Properties III L.P., EIN: 82-0514634 2) Check the Appropriate Box if a Member of a Group (a) (b) 3) SEC Use Only 4) Source of Funds 00 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization Idaho Number of 7) Sole Voting Power 170,000 Shares Beneficially 8) Shared Voting Power 0 Owned by Each 9) Sole Dispositive Power 170,000 Reporting Person With: 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 170,000 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) .4% 14) Type of Reporting Person CO Page 7 of 10 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. This Amendment No. 9 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, as amended by Amendment No. 2 to Schedule 13D filed on April 23, 1999, as amended by Amendment No. 3 to Schedule 13D filed on November 12, 1999, as amended by Amendment No. 4 to Schedule 13D filed on December 2, 1999, as amended by Amendment No. 5 to Schedule 13D filed December 29 1999, as amended by Amendment No. 6 to Schedule 13D filed October 20 2000, as amended by Amendment No. 7 to Schedule 13D filed November 22, 2000, and as amended by Amendment No. 8 to Schedule 13D filed March 8, 2002. 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 sales of Stock by the Trust resulting in holdings less than 5% of the outstanding Stock of the Issuer. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a b) As of May 16, 2002, the Trust owned directly 1,838,400 shares of Stock, representing 4.3% of the outstanding Stock of the Issuer. As trustee of the Trust, Mr. Simplot has the sole power to vote and dispose of such shares. As of May 16, 2002, Mr. Simplot, through the Trust, JRS Investments and JRS Properties III, owned and had voting and investment power with respect to 170,000 shares representing .4% of the outstanding Stock of the Issuer. As of May 16, 2002, the Foundation owns 100,000 shares, representing .2% of the outstanding Stock of the Issuer. 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. Based upon information contained in the 10-Q Quarterly Report of the Issuer filed with the Securities and Exchange Commission for the quarter ended March 31, 2002 (the "10-Q"), the shares owned by the Trust, the Foundation and JRS Properties III constitute approximately 4.9% of the 43,250,738 shares of Stock outstanding, as reported in the 10-Q. (c) Subsequent to filing Amendment No. 8 to the Schedule 13D the Trust sold the following Stock in open market sales through ordinary brokerage transactions: Page 8 of 10 Date of Sale Amount Sold Price ____________ ___________ _____ 5/8/02 23,500 $6.994 5/9/02 12,700 7.000 5/10/02 30,800 6.982 5/13/02 81,700 6.902 5/14/02 42,400 6.961 5/15/02 37,500 7.250 5/16/02 40,000 6.916 (d) Not applicable. (e) As of May 16, 2002, the Trust ceased to be a beneficial owner of more than five percent of Stock of the Issuer. Therefore, this Amendment constitutes the final amendment to the Schedule 13D of these Reporting Persons. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF ISSUER. See Item 4. 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. THE J.R. SIMPLOT SELF DECLARATION OF REVOCABLE TRUST, DATED DECEMBER 21, 1989, AS AMENDED /s/ J.R. Simplot Date: May 21, 2002 By ___________________________________ J.R. Simplot, Trustee Page 9 of 10 J.R. SIMPLOT FOUNDATION /s/ J.R. Simplot Date: May 21, 2002 By ___________________________________ J.R. Simplot, Trustee JRS PROPERTIES III L.P., AN IDAHO LIMITED PARTNERSHIP, BY ITS SOLE GENERAL PARTNER JRS INVESTMENTS L.L.C., AN IDAHO LIMITED LIABILITY COMPANY BY ITS MANAGER THE J.R. SIMPLOT SELF DECLARATION OF REVOCABLE TRUST DATED DECEMBER 21, 1989, AS AMENDED /s/ J.R. Simplot Date: May 21, 2002 By __________________________________ J.R. Simplot, Trustee Page 10 of 10 -----END PRIVACY-ENHANCED MESSAGE-----