Schedule 13G/A

-----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, GQ/PibOO2nt2eAGCVdNIUbjXHvXx76qQrawEM9A6fzkmU2snWJkciuOv4PExwVb0 rdBxEWnW/7FNYhW/5bnDVw== 0001193125-05-025525.txt : 20050211 0001193125-05-025525.hdr.sgml : 20050211 20050210215044 ACCESSION NUMBER: 0001193125-05-025525 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050211 DATE AS OF CHANGE: 20050210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WIND RIVER SYSTEMS INC CENTRAL INDEX KEY: 0000833829 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 942873391 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49873 FILM NUMBER: 05594954 BUSINESS ADDRESS: STREET 1: 500 WIND RIVER WAY CITY: ALAMEDA STATE: CA ZIP: 94501 BUSINESS PHONE: 5107484100 MAIL ADDRESS: STREET 1: 500 WIND RIVER WAY CITY: ALAMEDA STATE: CA ZIP: 94501 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIDDLER JERRY CENTRAL INDEX KEY: 0001008219 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 5107484100 MAIL ADDRESS: STREET 1: 1010 ATLANTIC AVE CITY: ALAMEDA STATE: CA ZIP: 94501 SC 13G/A 1 dsc13ga.htm SCHEDULE 13G/A Schedule 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 8)*

WIND RIVER SYSTEMS, INC.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

973149 10 7

(CUSIP Number)

December 31, 2004

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x 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 the provisions of the Act (however, see the Notes).

CUSIP No. 973149 10 7


1.		Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Jerry L. Fiddler
2.		Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.		SEC Use Only
4.		Citizenship or Place of Organization United States

Number of

Beneficially

Owned by

Each

Reporting

Person

With

5. Sole Voting Power

4,550,592**

6. Shared Voting Power

-0-

7. Sole Dispositive Power

4,550,592**

8. Shared Dispositive Power

-0-


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 4,550,592**
10.		Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
11.		Percent of Class Represented by Amount in Row (9) 5.5%
12.		Type of Reporting Person (See Instructions) IN

Includes 2,652,930 shares held by The Fiddler and Alden Family Trust, of which Mr. Fiddler and his wife are trustees. Both trustees have full voting and dispositive power. One signature can invoke the trust. Also includes 300,000 shares held by the Jazem I Family Partners LP - Fund 5; 555,000 shares held by the Jazem II Family Partners LP; 247,953 shares held by the Jazem III Family Partners LP; and 300,000 shares held by the Jazem IV Family Partners LP. Mr. Fiddler is a general partner of these four partnerships. Also includes 494,709 shares subject to stock options excercisable within 60 days after February 11, 2005.

Page 2 of 5 pages

Item 1.

(a)

NAME OF ISSUER

Wind River Systems, Inc.

(b)

Address of Issuer’s Principal Executive Offices

500 Wind River Way

Alameda, CA 94501

Item 2.

(a)

NAME OF PERSON FILING

Jerry L. Fiddler

(b)

ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE

500 Wind River Way

Alameda, CA 94501

(c)

CITIZENSHIP

United States

(d)

TITLE OF CLASS OF SECURITIES

Common Stock

(e)

CUSIP NUMBER

973149 10 7

Item 3.

NOT APPLICABLE.

Page 3 of 5 pages



Item 4.	OWNERSHIP.

	(a)	AMOUNT BENEFICIALLY OWNED:

		4,550,592**

	(b)	PERCENT OF CLASS:

		5.5% (Based on 82,956,302 shares outstanding as of November 30, 2004 as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended October 31, 2004.)

	(c)	NUMBER OF SHARES AS TO WHICH THE PERSON HAS:

		(i)	Sole power to vote or to direct the vote 4,550,592**

		(ii)	Shared power to vote or to direct the vote -0-

		(iii)	Sole power to dispose or to direct the disposition of 4,550,592**

		(iv)	Shared power to dispose or to direct the disposition of -0-

** Includes 2,652,930 shares held by The Fiddler and Alden Family Trust, of which Mr. Fiddler and his wife are trustees. Both trustees have full voting and dispositive power. One signature can invoke the trust. Also includes 300,000 shares held by the Jazem I Family Partners LP - Fund 5; 555,000 shares held by the Jazem II Family Partners LP; 247,953 shares held by the Jazem III Family Partners LP; and 300,000 shares held by the Jazem IV Family Partners LP. Mr. Fiddler is a general partner of these four partnerships. Also includes 494,709 shares subject to stock options excercisable within 60 days after February 11, 2005.

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.

Item 9.	NOTICE OF DISSOLUTION OF GROUP

	Not applicable.

Item 10.	CERTIFICATION

	Not applicable.

Page 4 of 5 pages

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.

February 11, 2005

Date

/s/ Jerry Fiddler

Signature

Jerry Fiddler

Name/Title

Page 5 of 5 pages

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