SC 13D 1 doc1.htm Schedule 13D
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No.    )*



Ablest Inc.
(Name of Issuer)


Common Stock, par value $.05 per share
(Title of Class of Securities)


00371W100
(CUSIP Number)


Mia Jensen
The Burton Partnership, Limited Partnership
P.O. Box 4643
Jackson, WY 83001
307.733.3938
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)


August 02, 2004
(Date of Event which Requires Filling of this Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ·· 240.13d-1(e), 240.13d-1 (f) or 240.13d-1(g), check the following box.   (    )



Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See · 240.13d-7 for other parties to whom copies are to be sent.

 

* 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 disclosures provided in a prior cover page.

 

The information required on 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).



 




SCHEDULE 13D
CUSIP No. 00371W100

  1. Names of Reporting Persons.
The Burton Partnership, Limited Partnership; The Burton Partnership (QP), Limited Partnership; Donald W. Burton
I.R.S. Identification No.

  2. Check the Appropriate Box if a Member of a Group*
(a.)  (    )       (b.)  (    )

  3. SEC USE ONLY

  4. Source of Funds*
OO

  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to items 2(d) or 2(e)  (    )

  6. Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power
486,100

8. Shared Voting Power
0

9. Sole Dispositive Power
486,100

10. Shared Dispositive Power
0

  11. Aggregate Amount Beneficially Owned by Each Reporting Person
486,100

  12. Check if the Aggregate Amount Represented by Amount in Row (11) Excludes Certain Shares
(See Instructions)   (    )

  13. Percent of Class Represented by Amount in Row (11)
16.9%

  14. Type of Reporting Person
PN   IN


2




Item 1. Security and Issuer

         Common Stock, Par Value $.05 Per Share, of Ablest Inc., 1901 Ulmerton Road #300, Clearwater, Florida 33762.


Item 2. Identity and Background.


(a)

Name:  The Burton Partnership, Limited Partnership, The Burton Partnership (QP), Limited Partnership and its general partner Donald W. Burton.


(b)

Residence or business address:  P.O. Box 4643, Jackson, WY 83001.


(c)

Present Principal Occupation or Employment:  The principal business of The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership is investment in public and private stocks. The general partner's principal occupation is an investor.


(d)

Criminal Conviction:  None.


(e)

Court or Administrative Proceedings:  None.


(f)

Citizenship:  USA


Item 3. Source and Amount of Funds or Other Consideration:

         The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership acquired a total of 486,100 shares of Ablest Inc. through open market transactions during a period beginning May 6, 1996 and ending August 2, 2004, for an aggregate purchase price of $2,823,779. No part of the purchase price paid by The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership for shares was represented by funds or other consideration borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting shares of Ablest Inc.


Item 4. Purpose of Transaction

            State the purpose or purposes of the acquisition of securities of the issuer. Describe any plans or proposals which the reporting persons may have which relate to or would result in:

         The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership has purchased the Shares for investment purposes only.




3


(a)

The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer;

Depending on market conditions, its continuing evaluation of the business and prospects of Ablest Inc. and other factors, The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership may buy or sell additional shares in the open market. Neither The Burton Partnership, Limited Partnership, The Burton Partnership (QP), Limited Partnership, nor the general partner has any present plans which relate to or would result in 4(b-j).


(b)

An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries;

None.


(c)

A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries;

None.


(d)

Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

None.


(e)

Any material change in the present capitalization or dividend policy of the issuer;

None.


(f)

Any other material change in the issuer's business or corporate structure including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by section 13 of the Investment Company Act of 1940;

None.


(g)

Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person;

None.


(h)

Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

None.


(i)

A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or

None.


(j)

Any action similar to any of those enumerated above.

None.



Item 5. Interest in Securities of the Issuer.


(a)

By virtue of his status as general partner of The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership, Donald W. Burton may thus be deemed to be beneficial owner of the 486,100 shares which The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership own of record, representing 16.9% of the Company.


(b)

By virtue of his status as general partner of The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership, Donald W. Burton may thus be deemed to be beneficial owner of the 486,100 shares which The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership own of record, representing 16.9% of the Company. Donald W. Burton may thus be deemed to share with The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership the power to direct the voting and disposition of the shares which The Burton Partnership, Limited Partnership and The Burton Partnership (QP), Limited Partnership own of record


(c)

The following shares were obtained in open market transactions.


 

Transaction
Date

Shares or Units
Purchased (Sold)

Price per
Share or Unit

 

 

05/14/03
06/14/04
08/02/04

Purchased 2,500
Purchased 300
Purchased 6,600

 

4.60
5.24
5.25

 

 

 

 


(d)

No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the shares beneficially owned by The Burton Partnership, Limited Partnership, The Burton Partnership (QP), Limited Partnership and the general partner.


(e)

N/A


Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.


         None.



4



Item 7. Material to be Filed as Exhibits.


         None.


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.

 
Date:   August 03, 2004
  By: /s/ Donald W. Burton
      Donald W. Burton
  Title:    General Partner 
 


5