SC 13G/A 1 adams13g.txt AMENDMENT NO. 6 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 6) THE ADAMS EXPRESS COMPANY ------------------------- (Name of Issuer) Common Stock ------------ (Title of Class of Securities) 006212104 --------- (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) [X] 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 006212104 SCHEDULE 13G Page 2 of 15 1 Name of Reporting Person Erik E. Bergstrom IRS Identification No. of Above Person 2 Check the Appropriate Box if a member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship or Place of Organization USA NUMBER OF 5 Sole Voting Power 0 SHARES BENEFICIALLY 6 Shared Voting Power 7,295,002 OWNED BY EACH REPORTING 7 Sole Dispositive Power 0 PERSON WITH 8 Shared Dispositive Power 7,295,002 9 Aggregate Amount Beneficially Owned by Each Reporting Person 7,295,002 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [x]* 11 Percent of Class Represented by Amount in Row 9 8.5% 12 Type of Reporting Person IN ----------------------- *See response to Item 4. CUSIP 006212104 SCHEDULE 13G Page 3 of 15 1 Name of Reporting Person Erik E. Bergstrom Living Trust U/A Dated 12/6/74 IRS Identification No. of Above Person 2 Check the Appropriate Box if a member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship or Place of Organization California NUMBER OF 5 Sole Voting Power 0 SHARES BENEFICIALLY 6 Shared Voting Power 2,565,000 OWNED BY EACH REPORTING 7 Sole Dispositive Power 0 PERSON WITH 8 Shared Dispositive Power 2,565,000 9 Aggregate Amount Beneficially Owned by Each Reporting 2,565,000 Person 2,565,000 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] 11 Percent of Class Represented by Amount in Row 9 3.0% 12 Type of Reporting Person OO CUSIP 006212104 SCHEDULE 13G Page 4 of 15 1 Name of Reporting Person Edith H. Bergstrom IRS Identification No. of Above Person 2 Check the Appropriate Box if a member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship or Place of Organization USA NUMBER OF 5 Sole Voting Power 0 SHARES BENEFICIALLY 6 Shared Voting Power 85,000 OWNED BY EACH REPORTING 7 Sole Dispositive Power 0 PERSON WITH 8 Shared Dispositive Power 85,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 85,000 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] 11 Percent of Class Represented by Amount in Row 9 0.1% 12 Type of Reporting Person IN CUSIP 006212104 SCHEDULE 13G Page 5 of 15 1 Name of Reporting Person Edith H. Bergstrom Living Trust U/A Dated 12/6/74 IRS Identification No. of Above Person 2 Check the Appropriate Box if a member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship or Place of Organization California NUMBER OF 5 Sole Voting Power 0 SHARES BENEFICIALLY 6 Shared Voting Power 85,000 OWNED BY EACH REPORTING 7 Sole Dispositive Power 0 PERSON WITH 8 Shared Dispositive Power 85,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 85,000 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] 11 Percent of Class Represented by Amount in Row 9 0.1% 12 Type of Reporting Person OO CUSIP 006212104 SCHEDULE 13G Page 6 of 15 1 Name of Reporting Person Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust IRS Identification No. of Above Person 2 Check the Appropriate Box if a member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship or Place of Organization California NUMBER OF 5 Sole Voting Power 0 SHARES BENEFICIALLY 6 Shared Voting Power 4,630,002 OWNED BY EACH REPORTING 7 Sole Dispositive Power 0 PERSON WITH 8 Shared Dispositive Power 4,630,002 9 Aggregate Amount Beneficially Owned by Each Reporting Person 4,630,002 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] 11 Percent of Class Represented by Amount in Row 9 5.4% 12 Type of Reporting Person CO CUSIP 006212104 SCHEDULE 13G Page 7 of 15 1 Name of Reporting Person Sharon's Trust IRS Identification No. of Above Person 2 Check the Appropriate Box if a member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship or Place of Organization California NUMBER OF 5 Sole Voting Power 0 SHARES BENEFICIALLY 6 Shared Voting Power 100,000 OWNED BY EACH REPORTING 7 Sole Dispositive Power 0 PERSON WITH 8 Shared Dispositive Power 100,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 100,000 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] 11 Percent of Class Represented by Amount in Row 9 0.1% 12 Type of Reporting Person OO CUSIP 006212104 SCHEDULE 13G Page 8 of 15 Item 1(a). Name of Issuer: The Adams Express Company Item 1(b). Address of Issuer's Principal Executive Offices: 7 St. Paul Street, Suite 1140, Baltimore, Maryland 21202 Item 2(a). Names of Persons Filing: Erik E. Bergstrom Erik E. Bergstrom Living Trust U/A Dated 12/6/74 Edith H. Bergstrom Edith H. Bergstrom Living Trust U/A Dated 12/6/74 Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust Sharon's Trust Item 2(b). Address of Principal Business Office or, if none, Residence: The business address of Erik E. Bergstrom, Erik E. Bergstrom Living Trust U/A Dated 12/6/74, Edith H. Bergstrom and Edith H. Bergstrom Living Trust U/A Dated 12/6/74 is P.O. Box 126, Palo Alto, California 94302. The business address of the Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust is P.O. Box 520, Palo Alto, California 94302. The business address of Sharon's Trust is 61720 Lime Quarry Road, Enterprise, Oregon 97828. Item 2(c). Citizenship: See Items 4 to pages 2-7 which Items are incorporated by reference herein. Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 006212104 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 (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). CUSIP 006212104 SCHEDULE 13G Page 9 of 15 (e) [ ] An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); (f) [ ] 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)(1)(ii)(G); (h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (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 (15 U.S.C. 80a-3); (j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J). Item 4. Ownership. The following table specifies as of January 17, 2005 the number of shares of Common Stock as to which each person named in Item 2(a) has sole or shared power to vote or direct the vote or to dispose or direct the disposition, as well as the percentages such shares constitute of the Common Stock reported to be outstanding as of December 31, 2004. CUSIP 006212104 SCHEDULE 13G Page 10 of 15 Sole Voting Shared Voting Percentage and and Aggregate of Dispositive Dispositive Number of Outstanding Name Power Power Shares Shares ----------- ----- ----- ------ ------ Erik E. Bergstrom 0 7,295,002 7,295,002 8.5% Erik E. Bergstrom 0 2,565,000 2,565,000 3.0% Living Trust U/A Dated 12/6/74 Edith H. Bergstrom 0 85,000 85,000 0.1% Edith H. Bergstrom 0 85,000 85,000 0.1% Living Trust U/A Dated 12/6/74 Erik E. and Edith H. 0 4,630,002 4,630,002 5.4% Bergstrom Foundation, a Charitable Trust Sharon's Trust 0 100,000 100,000 0.1% 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. ------------------------ The reporting persons may be deemed to be members of a "group" within the meaning of Section 13(d)(3) of the Act and the rules and regulations thereunder. Membership in such a group is hereby disclaimed. Consists of shares of Common Stock owned by the Erik E. Bergstrom Living Trust U/A Dated 12/6/74, Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust, and Sharon's Trust. Does not include the shares owned by Edith H. Bergstrom and the Edith H. Bergstrom Living Trust U/A Dated 12/6/74. Pursuant to Rule 13d-4, Erik E. Bergstrom hereby disclaims beneficial ownership of all shares owned by Edith H. Bergstrom, the Edith H. Bergstrom Living Trust U/A Dated 12/6/74, Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust and Sharon's Trust. Consists of 85,000 shares of Common Stock owned by Edith H. Bergstrom Living Trust U/A Dated 12/6/74. CUSIP 006212104 SCHEDULE 13G Page 11 of 15 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. See Exhibit 1. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certifications. By signing below, each of the signatories certifies that, to the best of its knowledge and belief, the securities referred to above 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. CUSIP 006212104 SCHEDULE 13G Page 12 of 15 Signatures ---------- After reasonable inquiry and to the best of its knowledge and belief, each of the signatories certifies that the information set forth in this statement is true, complete and correct. /s/ Erik E. Bergstrom Edith H. Bergstrom Living Trust ------------------------------- U/A Dated 12/6/74 Erik E. Bergstrom /s/ Edith H. Bergstrom By: /s/ Edith H. Bergstrom ------------------------------- --------------------------- Edith H. Bergstrom Name: Edith H. Bergstrom Title: Trustee Erik E. Bergstrom Living Trust Erik E. and Edith H. Bergstrom U/A Dated 12/6/74 Foundation, a Charitable Trust By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom --------------------------- -------------------------- Name: Erik E. Bergstrom Name: Erik E. Bergstrom Title: Trustee Title: Trustee Sharon's Trust By: /s/ Erik E. Bergstrom --------------------------- Name: Erik E. Bergstrom Title: Trustee Dated: January 25, 2005 CUSIP 006212104 SCHEDULE 13G Page 13 of 15 EXHIBIT INDEX ------------- Exhibit 1 Identity of Group Members Page 14 Exhibit 2 Joint Filing Undertaking Page 15 CUSIP 006212104 SCHEDULE 13G Page 14 of 15 Exhibit 1 - Identity of Group Members Erik E. Bergstrom Erik E. Bergstrom Living Trust U/A Dated 12/6/74 Edith H. Bergstrom Edith H. Bergstrom Living Trust U/A Dated 12/6/74 Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust Sharon's Trust CUSIP 006212104 SCHEDULE 13G Page 15 of 15 Exhibit 2 - Joint Filing Undertaking The undersigned, being authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13G to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule, as it may be amended, jointly on behalf of each of such parties. /s/ Erik E. Bergstrom Edith H. Bergstrom Living Trust ------------------------------- U/A Dated 12/6/74 Erik E. Bergstrom /s/ Edith H. Bergstrom By: /s/ Edith H. Bergstrom ------------------------------- --------------------------- Edith H. Bergstrom Name: Edith H. Bergstrom Title: Trustee Erik E. Bergstrom Living Trust Erik E. and Edith H. Bergstrom U/A Dated 12/6/74 Foundation, a Charitable Trust By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom --------------------------- -------------------------- Name: Erik E. Bergstrom Name: Erik E. Bergstrom Title: Trustee Title: Trustee Sharon's Trust By: /s/ Erik E. Bergstrom --------------------------- Name: Erik E. Bergstrom Title: Trustee Dated: January 25, 2005