UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)
CITADEL HOLDING CORPORATION
- -----------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
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(Title of Class of Securities)
172862104
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(CUSIP Number)
David Lamoreaux, Esq.
Tucson Electric Power Company
220 West Sixth Street
P.O. Box 711
Tucson, Arizona 85702
(602) 884-3655
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
March 16, 1994
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(Date of Event which Requires filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box.
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.)
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SCHEDULE 13D
CUSIP No. 172862104
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Santa Cruz Resources Inc.
IRS No. 86-0544331
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC AF See Item 3
5. CHECK BOX 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
0 See Item 5
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0 See Item 5
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 See Item 5
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14. TYPE OF REPORTING PERSON
CO
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SCHEDULE 13D
CUSIP No. 172862104
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sierrita Resources Inc.
IRS No. 86-0543621
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF BK See Item 3
5. CHECK BOX 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
0 See Item 5
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0 See Item 5
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 See Item 5
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14. TYPE OF REPORTING PERSON
CO HC
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SCHEDULE 13D
CUSIP No. 172862104
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Tucson Electric Power Company
IRS No. 86-0062700
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
3. SEC USE ONLY
4. SOURCE OF FUNDS
AF See Item 3
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(E)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Arizona
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
0 Item 5
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0 See Item 5
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 See Item 5
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14. TYPE OF REPORTING PERSON
CO HC
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SCHEDULE 13D
CUSIP No. 172862104
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Tucson Resources Inc.
IRS No. 06-1131171
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b) X
3. SEC USE ONLY
4. SOURCE OF FUNDS
BK See Item 3
5. CHECK BOX 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
0 See Item 5
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0 See Item 5
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 See Item 5
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14. TYPE OF REPORTING PERSON
CO
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The Filing Persons hereby amend the Statement on Schedule 13D, filed on
February 3, 1987, as amended, by Tucson Resources Inc., Santa Cruz Resources
Inc. ("SCR"), Sierrita Resources Inc., and Tucson Electric Power Company with
respect to the Common Stock, par value $.01 per share, of Citadel Holding
Corporation, a Delaware corporation (the "Company").
1. Item 5 of the Statement entitled "Interest in Securities of the
Issuer" is hereby amended as follows:
(a) By adding to the end of paragraph (a) thereof, the following:
On March 16, 1994, in a transaction effected through a broker on the
American Stock Exchange, SCR sold 474,744 shares of Common Stock. This
transaction constituted a sale of all of the remaining shares of the
Company's Common Stock held by SCR. Accordingly, SCR no longer owns or holds
any of the outstanding shares of Common Stock of the Company.
(b) By deleting paragraph (c), and adding in lieu thereof, the
following:
(c) Certain information concerning the transaction in Common
Stock effected by SCR on March 16, 1994 is set forth in Appendix E annexed
hereto and is incorporated herein by reference. Such transaction was
effected as a sale through a broker on the American Stock Exchange.
APPENDIX E
Santa Cruz Resources Inc.
For Its Own Account
No. of Shares Price Per Total
Trade Date Sold Share Sale Price
---------- ------------- --------- ----------
3/16/94 474,744 $4.50 $2,136,348.00
The Filing Persons hereby amend the Statement on Schedule 13D, filed on
February 3, 1987, as amended, by Tucson Resources Inc., Santa Cruz Resources
Inc. ("SCR"), Sierrita Resources Inc., and Tucson Electric Power Company with
respect to the Common Stock, par value $.01 per share, of Citadel Holding
Corporation, a Delaware corporation (the "Company").
1. Item 5 of the Statement entitled "Interest in Securities of the
Issuer" is hereby amended as follows:
(a) By adding to the end of paragraph (a) therof,the following:
On March 16, 1994, in a transaction effected through a broker on
the American Stock Exchange, SCR sold 474,744 shares of Common Stock. This
transaction constituted a sale of all of the remaining shares of the
Company's Common Stock held by SCR. Accordingly, SCR no longer owns or holds
any of the outstanding shares of Common Stock of the Company.
(b) By deleting paragraph (c), and adding in lieu thereof, the
following:
(c) Certain information concerning the transaction in Common Stock
effected by SCR on March 16, 1994 is set forth in Appendix E annexed hereto
and is incorporated herein by reference. Such transaction was effected as a
sale through a broker on the American Stock Exchange.
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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.
SANTA CRUZ RESOURCES INC.
By: Ira R. Adler
Title: President
Dated: 3-24-94
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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.
SIERRITA RESOURCES INC.
By: Ira R. Adler
Title: President
Dated: 3-24-94
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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.
TUCSON ELECTRIC POWER COMPANY
By: Ira R. Adler
Title: Sr. Vice President
Dated: 3-24-94
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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.
TUCSON RESOURCES INC.
By: Ira R. Adler
Title: President
Dated: 3-24-94
<PAGE>
APPENDIX E
Santa Cruz Resources Inc.
For Its Own Account
No. of Shares Price Per Total
Trade Date Sold Share Sale Price
3/16/94 474,744 $4.50 $2,136,348.00
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