Amendment No.2 to Schedule 13G

-----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, AJ7cu+GoCaA2DWYjKsD9lvxhWqX5o4CmyBnflWslltGFgwuEw1U05eYxkicala44 fU1XRW0HXNGWkbM96vHpGw== 0000950130-03-001113.txt : 20030214 0000950130-03-001113.hdr.sgml : 20030214 20030213214033 ACCESSION NUMBER: 0000950130-03-001113 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030214 GROUP MEMBERS: GE ASSET MANAGEMENT INCORPORATED GROUP MEMBERS: GENERAL ELECTRIC COMPANY FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TRUSTEES OF GENERAL ELECTRIC PENSION TRUST CENTRAL INDEX KEY: 0000902967 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3003 SUMMER STREET STREET 2: P O BOX 7900 CITY: STAMFORD STATE: CT ZIP: 06904-7900 BUSINESS PHONE: 2033262300 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LINCARE HOLDINGS INC CENTRAL INDEX KEY: 0000882235 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 510331330 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43150 FILM NUMBER: 03562348 BUSINESS ADDRESS: STREET 1: 19337 US 19 N STE 500 CITY: CLEARWATER STATE: FL ZIP: 34624 BUSINESS PHONE: 8135307700 MAIL ADDRESS: STREET 1: 19337 US 19 NORTH STE 500 CITY: CLEARWATER STATE: FL ZIP: 34624 SC 13G/A 1 dsc13ga.htm AMENDMENT NO.2 TO SCHEDULE 13G Amendment No.2 to Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. 2)

Under the Securities Exchange Act of 1934

Lincare Holdings Inc.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

532791100

(CUSIP Number)

December 31, 2002

(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)

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

CUSIP No. 532791100

1.		NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

Trustees of General Electric Pension Trust
I.R.S. # 14-6015763


2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)		¨

(b)		x


3.		SEC USE ONLY


4.		CITIZENSHIP OR PLACE OF ORGANIZATION

State of New York


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	5.	SOLE VOTING POWER
		None

	6.	SHARED VOTING POWER
		1,532,000

	7.	SOLE DISPOSITIVE POWER.
		None


	8.	SHARED DISPOSITIVE POWER.
		1,532,000


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

		1,532,000

10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

		¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.45% (6.01% if aggregated with the shares beneficially owned by the other Reporting Persons (as defined in the Introductory Note))


12.		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

		EP

2 of 8

CUSIP No. 532791100

1.		NAMES OF REPORTING PERSONS.
		I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

GE Asset Management Incorporated, as Investment Manager of GEPT (as defined below) and as Investment Adviser to certain other entities and accounts
I.R.S. # 06-1238874


2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)		¨

(b)		x


3.		SEC USE ONLY


4.		CITIZENSHIP OR PLACE OF ORGANIZATION

		State of Delaware


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WIT	5.	SOLE VOTING POWER
		4,821,558

	6.	SHARED VOTING POWER
		1,532,000

	7.	SOLE DISPOSITIVE POWER
		4,821,558


	8.	SHARED DISPOSITIVE POWER
		1,532,000


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

		6,353,558

10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.01%


12.		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

		IA, CO

3 of 8

CUSIP No. 532791100

1.		NAMES OF REPORTING PERSONS.
		I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

General Electric Company
I.R.S. # 14-0689340


2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)		¨

(b)		x


3.		SEC USE ONLY


4.		CITIZENSHIP OR PLACE OF ORGANIZATION

State of New York


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	5.	SOLE VOTING POWER
		None

	6.	SHARED VOTING POWER
		Disclaimed (see 9 below)

	7.	SOLE DISPOSITIVE POWER.
		None


	8.	SHARED DISPOSITIVE POWER.
		Disclaimed (see 9 below)


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

Beneficial ownership of all shares disclaimed by General Electric Company

10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
		x Disclaimed (see 9 above)

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
		Not Applicable (see 9 above)


12.		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

		CO

4 of 8

INTRODUCTORY NOTE: This Amendment No. 2 amends the Statement on Schedule 13G filed on behalf of General Electric Company, a New York corporation (“GE”), GE Asset Management Incorporated, a Delaware corporation and a wholly owned subsidiary of GE (“GEAM”), and the Trustees of General Electric Pension Trust, a New York common law trust (“GEPT”), on February 14, 2001, as amended on February 14, 2002 (as amended, the “Schedule 13G”). This Amendment No. 2 is filed on behalf of GE, GEAM and GEPT (collectively, the “Reporting Persons”). GEAM is a registered investment adviser and acts as Investment Manager of GEPT and as Investment Adviser to certain other entities and accounts. GEAM may be deemed to be the beneficial owner of 1,532,000 shares of Common Stock of Lincare Holdings, Inc. (the “Issuer”) owned by GEPT and of 4,821,558 shares of Common Stock of the Issuer owned by such other entities and accounts. GEAM and GEPT each expressly disclaim that they are members of a “group.” GE disclaims beneficial ownership of all shares and expressly disclaims that it is a member of a “group.”

The Items of the Schedule 13G are hereby amended to read as follows:

Item 4

Ownership

			GEPT	GEAM	GE

(a)	Amount beneficially owned		1,532,000	6,353,558	Disclaimed

(b)	Percent of class		1.45%	6.01%	Disclaimed

(c)	No. of shares to which person has

	(i)	sole power to vote or direct the vote	None	4,821,558	None

	(ii)	shared power to vote or direct the vote	1,532,000	1,532,000	Disclaimed

	(iii)	sole power to dispose or to direct disposition	None	4,821,558	None

	(iv)	share power to dispose or to direct disposition	1,532,000	1,532,000	Disclaimed

Item 10

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

5 of 8

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.

Dated: February 14, 2003

GENERAL ELECTRIC PENSION TRUST By: GE Asset Management Incorporated, its Investment Manager

By:		/s/ Michael M. Pastore
		Name: Michael M. Pastore Title: Vice President

GE ASSET MANAGEMENT NCORPORATED

By:		/s/ Michael M. Pastore
		Name: Michael M. Pastore Title: Vice President

GENERAL ELECTRIC COMPANY

By:		/s/ John H. Myers
		Name: John H. Myers Title: Vice President

6 of 8

Schedule I

JOINT FILING AGREEMENT

This will confirm the agreement by and between all the undersigned that the Schedule 13G on or about this date and any amendments thereto with respect to the beneficial ownership by the undersigned of shares of the Common Stock of Lincare Holdings, Inc. is being filed on behalf of each of the undersigned.

Dated: February 14, 2003

GENERAL ELECTRIC PENSION TRUST By: GE Asset Management Incorporated, its Investment Manager

By:		/s/ Michael M. Pastore
		Name: Michael M. Pastore Title: Vice President

GE ASSET MANAGEMENT INCORPORATED

By:		/s/ Michael M. Pastore
		Name: Michael M. Pastore Title: Vice President

GENERAL ELECTRIC COMPANY

By:		/s/ John H. Myers
		Name: John H. Myers Title: Vice President

7 of 8

Schedule II

TRUSTEES OF GENERAL ELECTRIC PENSION TRUST

3003 Summer Street, P.O. Box 7900

Stamford, Connecticut 06904

The names of the Trustees of General Electric Pension Trust are as follows:

Eugene K. Bolton

Michael J. Cosgrove

Ralph R. Layman

Alan M. Lewis

Robert A. MacDougall

John H. Myers

Donald W. Torey

John J. Walker

8 of 8

-----END PRIVACY-ENHANCED MESSAGE-----