ADMINISTAFF INC \DE\
SC 13G, 1998-02-27
HELP SUPPLY SERVICES
Previous: DECORATIVE HOME ACCENTS INC, 10-Q, 1998-02-27
Next: SMITH BARNEY UNIT TRUSTS EQUITY FOCUS TR BANK & THRIFT SER, 24F-2NT, 1998-02-27




                                                                    OMB APPROVAL
                                            ------------------------------------
                                            OMB Number:                3235-0145
                                            Expires:             August 31, 1991
                                                        Estimated average burden
                                                       hours per response..14.90
                                            ------------------------------------


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934



                                Administaff, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                     Common Stock, par value $0.01 per share
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   007094 105
             ------------------------------------------------------
                                 (CUSIP Number)

Check the following box if a fee is being paid with the statement. /_/ (A fee is
not required only if the reporting person:  (1) has a previous statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class of
securities  described  in Item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting  beneficial  ownership of five percent or less of such class.)
(See Rule 13d-7.)

*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).


<PAGE>



                                  SCHEDULE 13G

- -----------------------------------                   --------------------------
CUSIP No.          007094 105                                        -1-
- -----------------------------------                   --------------------------

- --------------------------------------------------------------------------------
1         NAME OF REPORTING PERSON
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
          James W. Hammond            ###-##-####
- --------------------------------------------------------------------------------
2         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*        (a)      /_/

                                                                   (b)      /_/
- --------------------------------------------------------------------------------
3         SEC USE ONLY
- --------------------------------------------------------------------------------
4         CITIZENSHIP OR PLACE OF ORGANIZATION

          United States
- --------------------------------------------------------------------------------
           NUMBER OF            5        SOLE VOTING POWER
            SHARES                       695, 858(1) (2)
         BENEFICIALLY           ------------------------------------------------
           OWNED BY             6        SHARED VOTING POWER
             EACH                         -0-
           REPORTING            ------------------------------------------------
            PERSON              7        SOLE DISPOSITIVE POWER
             WITH                        695,858(1) (2)
                                ------------------------------------------------
                                8        SHARED DISPOSITIVE POWER
                                         -0-  
- --------------------------------------------------------------------------------
 9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
           695,858(1) (2)
- --------------------------------------------------------------------------------
10        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
                                                                         /_/
- --------------------------------------------------------------------------------
11        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
          5.02%(1)(2)
- --------------------------------------------------------------------------------
12        TYPE OF REPORTING PERSON
          IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

(1) Includes  100,000  shares held by The Hammond  Family  Charitable  Remainder
Trust,  381,263  shares held by the Hammond 1994 Family L.P. and 100,929  shares
held by Solar Vineyard Limited.  The number also includes 38,667 shares owned by
the Hammond Family  Foundation of which Mr.  Hammond is President,  and of which
Mr. Hammond disclaims beneficial ownership.

(2) This number is correct as of December  31,  1997.  However,  Mr.  Hammond no
longer owns five percent of the Common Stock of  Administaff.  As of the date of
this filing, he owned 650,459 shares, or 4.7 % of the Common Stock. See Item 5.



<PAGE>


                                                                           -2-

ITEM 1.

         (a)      Name of Issuer:

                           Administaff, Inc.

         (b)      Address:

                           19001 Crescent Springs Drive
                           Kingwood, Texas 77339-3802

ITEM 2.

         This Statement on Schedule 13G relates to the  beneficial  ownership of
shares of common  stock,  par value  $.01 per share  (the  "Common  Stock"),  of
Administaff, Inc., a Delaware corporation (the "Company" or the "Issuer"), which
has its principal  executive offices at 19001 Crescent Springs Drive,  Kingwood,
Texas 77339-3802.

         This  Statement on Schedule 13G is being filed by James W. Hammond (the
"Reporting Person").

ITEM 2.(a), (b), (c) NAMES OF PERSONS FILING; ADDRESS; CITIZENSHIP

     1. James W. Hammond.  James W. Hammond's business address is 19001 Crescent
Springs  Drive,  Kingwood,  TX 77339.  Mr.  Hammond  is a citizen  of the United
States.

ITEM 2.(d)      TITLE OF CLASS OF SECURITIES:

                           Common Stock, par value $0.01 per share

ITEM 2.(e)      CUSIP NUMBER:

                           00 7094 105

ITEM 3.

         Not Applicable.

ITEM 4.   OWNERSHIP

         For information  with respect to the Reporting  Person,  please see the
information set forth below:

         (a)      AMOUNT BENEFICIALLY OWNED:

                           See cover pages Item 9.




<PAGE>
                                                                         -3-
                                                            
                                                                         
         (b)      PERCENT OF CLASS:
                           See cover pages Item 11.

         (c)      NUMBER OF SHARES AS TO WHICH THE REPORTING PERSON HAS:

                  (i)      Sole power to vote or to direct the vote:

                           See cover pages Item 5.

                  (ii)     Shared power to vote or to direct the vote:

                           See cover pages Item 6.

                  (iii)    Sole power to dispose or to direct the disposition
                           of:

                           See cover pages Item 7.

                  (iv)     Shared power to dispose or to direct the disposition
                           of:

                           See cover pages Item 8.

ITEM 5.   OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

         As of December 31, 1997, Mr. Hammond owned 5.02% of the Common Stock of
the Company.  However,  as of the date of this filing, Mr. Hammond has ceased to
be the beneficial owner of 5% of the Common Stock of the Company.

ITEM 6.   OWNERSHIP OF MORE THAN FIVE 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:

         Not Applicable



<PAGE>



                                    SIGNATURE

         After  reasonable  inquiry and to the best of our knowledge and belief,
the  undersigned  certifies that the  information set forth in this statement is
true, complete and correct.

Date:  February 24, 1998


                                   /s/ James W. Hammond
                                   ------------------------------------
                                       James W. Hammond






© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission