UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
UGLY DUCKLING CORPORATION
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
903512 10 1
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(CUSIP Number)
*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).
<PAGE>
CUSIP No. 903512 10 1
13G
1. NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ernest C. Garcia, II
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
NOT APPLICABLE
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Arizona, United States of America
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 4,600,000 (Items 4 & 6)
OWNED 6. SHARED VOTING POWER
BY
EACH 36,500 (Items 4 & 6)
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON
WITH 4,600,000 (Items 4 & 6)
8. SHARED DISPOSITIVE POWER
36,500 (Items 4 & 6)
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,636,500 (Items 4 & 6)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
25.1% (Items 4 & 6)
12. TYPE OF REPORTING PERSON
IN
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CUSIP NO. 903512 10 1
13G
Item 1(a) Name of Issuer:
UGLY DUCKLING CORPORATION ("UDC")
Item 1(b) Address of Issuer's Principal Executive Offices:
2525 East Camelback Road, Suite 1150
Phoenix, Arizona 85016
Item 2(a) Name of Person Filing:
Ernest C. Garcia, II
Item 2(b) Address of Principal Business Office or, if none, Residence:
2525 East Camelback Road, Suite 1150
Phoenix, Arizona 85016
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Class of Securities:
Common Stock, $.001 par value
Item 2(e) CUSIP Number:
903512 10 1
Item 3 If this statement if filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
NOT APPLICABLE
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act
(d) [ ] Investment Company registered under Section 8 of the Investment
Company Act
(e) [ ] Investment Advisor registered under Section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974
or Endowment Fund; see 240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with 240.13d-1(b)(ii)(G)
(Note: See Item 7)
(h) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(H)
CUSIP NO. 903512 10 1
13G
Item 4 Ownership:
(a) Amount Beneficially Owned: 4,636,500
(b) Percent of Class: 25.1%*
(c) Number of shares as to which such person has:**
(i) sole power to vote or to direct the vote
4,600,000
(ii) shared power to vote or to direct the vote
36,500
(iii) sole power to dispose or to direct the disposition of
4,600,000
(iv) shared power to dispose or to direct the disposition of
36,500
Item 5 Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [ ]
NOT APPLICABLE
Item 6 Ownership of More than Five Percent on Behalf of Another Person.
The Garcia Family Foundation, Inc. is an Arizona nonprofit corporation (the
"Foundation") which has the right to receive dividends from, or the proceeds
from the sale of, the 36,500 shares. Mr. Garcia is the president and a
director of the Foundation and shares the power to direct the vote and the
power to direct the disposition of the Common Stock held by the Foundation.
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
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*Ownership percentage of Common Stock is based upon the common shares
outstanding per UDC's March 31, 1997 Form 10-Q.
**Changes are due to two events. In November 1996, 3,500 common shares were
sold. In December 1996, 36,500 common shares were transferred by gift to the
Garcia Family Foundation, Inc. (See Item 6 above.)
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CUSIP NO. 903512 10 1
13G
Item 9 Notice of Dissolution of Group.
NOT APPLICABLE
Item 10 Certification.
NOT APPLICABLE
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.
May 27, 1997
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(Date)
(Signature)
/S/ ERNEST C. GARCIA, II
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(Name/Title)
