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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
United States Satellite Broadcasting Company, Inc.
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(Name of Issuer)
Class A Common Stock, $.0001 par value
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(Title of Class of Securities)
912534 10 4
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(CUSIP Number)
David A. Jones, 3415 University Avenue
St. Paul, Minnesota 55114 (612/645-4500)
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 1, 1996
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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 this statement [ X ]
(Continued on the following pages)
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13D
CUSIP No. 912534 10 4
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1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Hubbard Broadcasting, Inc.
I.R.S. Identification No. 41-0432555
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2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
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3) SEC Use Only
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4) Source of Funds
WC
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e)
[ ]
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6) Citizenship or Place of Organization
Minnesota
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Number of 7) Sole Voting Power
Shares 46,051,225
Beneficially ---------------------------------------
Owned By 8) Shared Voting Power
Each ---------------------------------------
Reporting 9) Sole Dispositive Power
Person 46,051,225
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10) Shared Dispositive Power
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11) Aggregate Amount Beneficially Owned by Each Reporting Person
46,051,225
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
[ ]
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13) Percent of Class Represented By Amount in Row (11)
78.8%
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14) Type of Reporting Person
CO
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ITEM 1. SECURITY AND ISSUER
Class A Common Stock, $.0001 par value
United States Satellite Broadcasting Company, Inc. ("USSB")
3415 University Avenue
St. Paul, Minnesota 55114
ITEM 2. IDENTITY AND BACKGROUND
Parts (a), (b) and (c) -
REPORTING PERSON
1. Hubbard Broadcasting, Inc. (a Minnesota corporation; "HBI");
engaged in radio and television broadcasting and related
business, 3415 University Avenue, St. Paul, Minnesota 55114.
DIRECTORS AND EXECUTIVE OFFICERS OF HBI
(Unless otherwise indicated, the business address of each person is
the same as HBI)
2. Stanley S. Hubbard; Director, Chairman of the Board, President
and Chief Executive Officer
3. Stanley E. Hubbard, II; Director and Vice President
4. Robert W. Hubbard; Director and Vice President, and President of
HBI's Television Group
5. Kathryn Hubbard Rominski; Director and Secretary
6. Karen H. Hubbard; Director
7 Virginia Hubbard Morris; Director and Vice President, and
President of HBI's Radio Group
8. Julia D. Hubbard Coyte; Director
9. Gerald D. Deeney; Director, Chief Financial Officer and Treasurer
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10. Sidney Barrows; Director; Of Counsel, Leonard, Street and
Deinard, Law Firm, 150 South Fifth Street, Suite 2300,
Minneapolis, Minnesota 55402
11. Harold C. Crump; Vice President, and President and General
Manager of KSTP-TV, a division of HBI
12. C. Thomas Newberry; Vice President and Controller
13. Linda S. Tremere; Vice President
PERSONS WHO MAY BE DEEMED TO CONTROL HBI
(The address of each of the following is c/o Hubbard Broadcasting,
Inc., 3415 University Avenue, St. Paul, Minnesota 55114)
14. The Stanley E. Hubbard Revocable Trust; trustee Stanley S.
Hubbard
15. The Stanley S. Hubbard Trust; trustee Stanley S. Hubbard
16. Stanley S. Hubbard
(d) During the last five years, none of the persons named above has
been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, none of the persons named above has
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction resulting in any judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to , federal or state securities laws or finding any violation with respect to
such laws.
(f) Each of the persons named above is a citizen of, or entity
organized in, the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
In 1981, USSB was formed as a wholly-owned subsidiary of HBI. HBI has
contributed an aggregate of $31.2 million to the capital of USSB in
consideration for the shares it owns.
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ITEM 4. PURPOSE OF TRANSACTION.
The USSB securities are held by HBI as an investment. HBI does not have
any present plans or proposals which relate to, or would result in, any of the
actions described in sections (a) through (j) of the Instructions to Item 4 of
Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Parts (a) and (b)
The aggregate number of outstanding shares of USSB Common Stock owned by
HBI, is 46,051,225 shares of Common Stock. All 46,051,225 shares of the USSB
Common Stock owned by HBI are convertible, at the option of HBI, into 46,051,225
shares of USSB Class A Common Stock at any time after July 29, 1996 (see Item
6). Upon conversion (and assuming no other options, warrants, rights or
conversion privileges held by others are exercised), HBI would own 78.8% of the
outstanding shares of USSB Class A Common Stock.
The following table lists the number of shares of USSB Class A
Common Stock beneficially owned by each of the other persons named in Item 2,
and the related percentage of USSB Class A Common Stock (assuming conversion
only of such person's shares into USSB Class A Common Stock).
Number of Percent of
Shares of Outstanding
USSB Class A USSB Class A
Person Common Stock(1) Common Stock(2)
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Sidney Barrows 188,700 1.5%
Gerald D. Deeney 123,750 1.0%
Harold C. Crump 9,450 .1%
C. Thomas Newberry 9,450 .1%
Linda S. Tremere 9,450 .1%
Stanley S. Hubbard 2,025 less than .1%
Stanley E. Hubbard, II 2,025 less than .1%
Robert W. Hubbard 2,025 less than .1%
Kathryn Hubbard Rominski 2,025 less than .1%
Karen H. Hubbard 2,025 less than .1%
Virginia Hubbard Morris 2,025 less than .1%
Julia D. Hubbard Coyte 2,025 less than .1%
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(1) Assumes conversion of all shares of USSB Common Stock held by such person
into shares of USSB Class A Common Stock on a one-for-one basis.
(2) Computed for each person pursuant to the provisions of Rule 13d-3(d)(1).
The persons set forth above each have sole power to vote or direct the vote
and to dispose or direct the disposition of their shares.
(c) There were no transactions in shares of USSB Class A Common Stock
effected during the preceding 60 days by any of the persons named in Item 2.
(d) No other person has the right to receive dividends from, or the
proceeds from the sale of, the shares owned by such persons.
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Under the terms of an Underwriting Agreement, dated January 31, 1996, HBI,
along with certain other shareholders of shares of USSB Common Stock, agreed
that, for a period of 180 days after January 31, 1996, it will not offer, sell,
contract to sell, pledge or otherwise dispose of, directly or indirectly, or
file with the Securities and Exchange Commission a registration statement under
the Securities Act of 1933 relating to any additional shares of USSB Class A
Common Stock or securities convertible into or exchangeable or exercisable for
any shares of USSB Class A Common Stock, or disclose the intention to make any
such offer, sale, pledge, disposal or filing, without the prior written consent
of CS First Boston Corporation, an underwriter named in the agreement, subject
to certain limited exceptions.
Except for the aforementioned agreement, the persons named in Item 2 above
have no contracts, arrangements, understandings or relationships (legal or
otherwise) among themselves or with any other person with respect to any
securities of USSB, including, but not limited to, transfer or voting of any the
securities, finder's fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profit, division of profits or loss, or the giving or
withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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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.
July 16, l996
(Date)
HUBBARD BROADCASTING, INC.
By /S/ Gerald D. Deeney
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Gerald D. Deeney
Vice President
