-----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, BUUDOxTS1rs7NgiCBWM9vjIgiTD6iVWP9J2wAk6BriRBEdgEoCfVcrQMfRu7Tv/T eGwjsVMy2czgNHO43Ay3Hg== 0000914760-02-000012.txt : 20020414 0000914760-02-000012.hdr.sgml : 20020414 ACCESSION NUMBER: 0000914760-02-000012 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020206 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FERRELL COS INC EMPLOYEE STOCK OWNERSHIP TRUST CENTRAL INDEX KEY: 0001096386 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: LASALLE NATIONAL BANK STREET 2: 125 S LASALLE, 17TH FLOOR CITY: CHICAGO STATE: IL ZIP: 60603 MAIL ADDRESS: STREET 1: LASALLE NATIONAL BANK STREET 2: 125 S LASALLE, 17TH FLOOR CITY: CHICAGO STATE: IL ZIP: 60603 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FERRELLGAS PARTNERS L P CENTRAL INDEX KEY: 0000922358 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS RETAIL [5900] IRS NUMBER: 431698480 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46474 FILM NUMBER: 02528208 BUSINESS ADDRESS: STREET 1: ONE LIBERTY PLAZA CITY: LIBERTY STATE: MO ZIP: 64068 BUSINESS PHONE: 8167921600 MAIL ADDRESS: STREET 1: 0NE LIBERTY PLAZA CITY: LIBERTY STATE: MO ZIP: 64068 SC 13G/A 1 f5062513g3.txt AMENDMENT NO. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) FERRELLGAS PARTNERS, L.P. (Name of Issuer) Common Units (Title of Class of Securities) 315293 10 0 ----------- (CUSIP Number) E. Vaughn Gordy Copy to: LaSalle Bank N.A., Trustee Kevin Kelly ESOP Trustee Services Sr. Vice President & CFO 135 S. LaSalle Street, Suite 1960 Ferrellgas, Inc. Chicago, Illinois 60603 One Liberty Plaza Liberty, Missouri 64068 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 2001 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |X|Rule 13d-1(b) |_|Rule 13d-(c) |_|Rule 13d-1(d) SCHEDULE 13G CUSIP No. 315293 10 0 1. NAMES OF REPORTING PERSONS I.R.S. IDENFICICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Ferrell Companies, Inc. Employee Stock Ownership Trust 43-1820905 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / / (b) / / 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Illinois NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 18,645,864 6. SHARED VOTING POWER -0- 7. SOLE DISPOSITIVE POWER 18,645,864 8. SHARED DISPOSITIVE POWER -0- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,645,864 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / / 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 44% 12. TYPE OF REPORTING PERSON* EP Item 1. (a) Name of Issuer: Ferrellgas Partners, L.P., a Delaware limited partnership (b) Address of Issuer's Principal Executive Offices: One Liberty Plaza, Liberty, Missouri 64068 Item 2. (a) Name of person filing: Ferrell Companies, Inc. Employee Stock Ownership Trust (b) Address or principal business office or, if none, residence: One Liberty Plaza, Liberty, Missouri, Missouri 64068 (c) Citizenship: Illinois (d) Title of Class of Securities: Common Units (e) CUSIP No.: 315293 10 0 Item 3. If this statement is filed pursuant to sections 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: (a) / / Broker or dealer registered under section 15 of the Act. (b) /X/ Bank as defined in section 3(a)(6) of the Act. (c) / / Insurance company as defined in section 3(a)(19) of the Act. (d) / / Investment company registered under section 8 of the Investment Company Act of 1940. (e) / / An investment advisor in accordance with section 240.13d-1(b)(1)(ii)(E). (f) /X/ An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F). (g) / / A parent holding company or control person in accordance with section 240.13d-1(b)(ii)(G). (h) / / A savings association as defined in section 3(b) of the Federal Deposit Insurance Act. (i) / / A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940. (j) / / Group, in accordance with section 240.13d-1(b)(1)(ii)(J). If this statement is filed pursuant to section 240.13d-1(c), check this box: / / Item 4. Ownership. (a) Amount beneficially owned: 18,645,864 Common Units . ------------------------------------ (b) Percent of class: 44% . --------------------------------------------- (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 18,645,864 . --------------- (ii) Shared power to vote or to direct the vote: -0- . ------------- (iii) Sole power to dispose or to direct the disposition of: 18,645,864 . --------------- (iv) Shared power to dispose or to direct the disposition of: -0- . -------------- Item 5. Ownership of 5 Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: / / Item 6. Ownership of More than 5 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 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. 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 as of February 5, 2001. LASALLE BANK N.A., as trustee of the Ferrell Companies, Inc. Employee Stock Ownership Trust By: /s/ E. Vaughn Gordy --------------------------------- E. Vaughn Gordy Senior Vice President ESOP Trustee Services -----END PRIVACY-ENHANCED MESSAGE-----