-----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, IGnF5ZMXUEC0pzcsH+9t3cl3rImg4tX2qViZ9cGy7zc7iga2evWhdYzEBF1vrcuW GKVXbLxxrH28wLULdyXO4g== 0000854876-97-000006.txt : 19970221 0000854876-97-000006.hdr.sgml : 19970221 ACCESSION NUMBER: 0000854876-97-000006 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970210 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CELADON GROUP INC CENTRAL INDEX KEY: 0000865941 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 133361050 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45287 FILM NUMBER: 97522080 BUSINESS ADDRESS: STREET 1: ONE CELADON DR CITY: INDIANAPOLIS STATE: IN ZIP: 46236-4207 BUSINESS PHONE: 2129774447 MAIL ADDRESS: STREET 2: ONE CELADON DRIVE CITY: INDIIANAPOLIS STATE: IN ZIP: 46236 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FOUNDERS ASSET MANAGEMENT INC CENTRAL INDEX KEY: 0000854876 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 840205848 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O FOUNDERS FINANCIAL CENTER STREET 2: 2930 E THIRD AVE CITY: DENVER STATE: CO ZIP: 80206 MAIL ADDRESS: STREET 1: C/O FOUNDERS FINANCIAL CENTER STREET 2: 2930 E THIRD AVE CITY: DENVER STATE: CO ZIP: 80206 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Celadon Group, Inc. - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock - ------------------------------------------------------------------------------- (Title of Class of Securities) 150838-10-0 -------------------------------------- (CUSIP Number) *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 other provisions of the Act (however, see the Notes). CUSIP No. 150838-10-0 Page 2 of 5 Pages 13G 1 NAME OF REPORTING PERSON S.S OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON Founders Asset Management, Inc. 84-0205848 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware 5 SOLE VOTING POWER NUMBER OF SHARES 237,250 BENEFICIALLY OWNED BY EACH REPORTING 6 SHARED VOTING POWER PERSON WITH None 7 SOLE DISPOSITIVE POWER 237,250 8 SHARED DISPOSITIVE POWER None 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 237,250 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.1% 12 TYPE OF REPORTING PERSON* I.A. *SEE INSTRUCTION BEFORE FILLING OUT Schedule 13G Page 3 of 5 Pages Item 1 (a) Name of Issuer: Celadon Group, Inc. Item 1 (b) Address of Issuer's Principal Executive Offices: 888 7th Ave. New York, NY 10106 Item 2 (a) Name of Person filing: Founders Asset Management, Inc. Item 2 (b) Address of Principal Office: 2930 E. Third Ave. Denver, CO 80206 Item 2 (c) Citizenship: State of Delaware Item 2 (d) Title of Class of Securities: Common Stock Item 2 (e) Cusip Number: 150838-10-0 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) ( ) Bank as defined in Section 3(a)(6) of the Act. (c) ( ) Insurance Company as defined in Sec. 3(a)(19) of the Act. (d) ( ) Investment Company registered under Section 8 of the Investment Company Act. (e) (X) Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940. (f) ( ) Employee Benefit Plan, Pension Fund which is subject to provisions of Employee Retirement Income Security Act of 1974 or Endowment Fund; see Sec. 240.13d-1(b)(1)(ii)(F). (g) ( ) Parent Holding Company in accordance with Section 240.13d-1(b)(ii)(G). (Note: see Item 7) (h) ( ) Group, in accordance with Section 240.13d-1(b)(1)(ii)(H). Schedule 13G Page 4 of 5 Pages Item 4 Ownership: For Founders Asset Management, Inc. ("FAMI"), the following sets forth the amount of shares beneficially owned, the percent of class owned as of December 31, 1996, the number of shares to which it has the sole power and the shared power to vote or to direct the vote of the shares, and the number of shares to which it has the sole power and the shared power to dispose or to direct the disposition of the shares: (1) Amount Beneficially Owned: 237,250 (2) Percent of Class: 3.1% (3) Number of shares as to which Founders Asset Management, Inc. has: (a) sole power to vote or to direct the vote: 237,250 (b) shared power to vote or to direct the vote: None (c) sole power to dispose or to direct the disposition of: 237,250 (d) shared power to dispose or to direct the disposition of: None Item 5 Ownership of five percent or less of a class. If this statement is being filed to report that as of the date hereof, the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X]. Item 6 Ownership of more than five percent on behalf of another person. All shares are owned for the benefit of third parties (private accounts and/or investment companies managed by the undersigned), which are entitled to receipt of dividends and proceeds from the sale of such securities. No such individual third party beneficially owned more than five percent of such securities. Item 7 Identification and classification of the subsidiaries which acquired the security being reported on by the Parent Holding Company: Not applicable. Item 8 Identification and Classification of Members of a Group. Not applicable. Item 9 Notice of Dissolution of Group. Not applicable. Schedule 13G Page 5 of 5 Pages 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. 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 10, 1997 - --------------------------------- Date /s/ Jonathan F. Zeschin - ------------------------------------------ Jonathan F. Zeschin, President Founders Asset Management, Inc. -----END PRIVACY-ENHANCED MESSAGE-----