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THIS REPORT HAS BEEN FILED WITH
THE SECURITIES AND EXCHANGE COMMISSION
VIA EDGAR
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 4
Statement of Changes in Beneficial Ownership
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instructions 1(b)
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30
(f) of the Investment Company Act of 1940.
Commission File Number 000-20841
U G L Y D U C K L I N G C O R P O R A T I O N
(Exact name of registrant as specified in its charter)
Delaware 86-0721358
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
2525 E. Camelback Road,
Suite 1150
Phoenix, Arizona 85016
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (602) 852-6600
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1. Name and Address of Reporting Person*:
GARCIA II, ERNEST C.
2525 E. Camelback Blvd., Suite 1150
Phoenix, Arizona 85016
2. Issuer Name and Ticker or Trading Symbol: UGLY DUCKLING CORPORATION "UGLY"
3. IRS or Social Security Number of Reporting Person (Voluntary):
4. Statement for Month/Year: 5/98
5. If Amendment, Date of Original (Month/Year):
6. Relationship of Reporting Person to Issuer:
OFFICER: CHIEF EXECUTIVE OFFICER
DIRECTOR
10% OWNER
7. Individual or Joint/Group Filing: FORM FILED BY ONE REPORTING PERSON
<TABLE>
<CAPTION>
Table 1 - Non-Derivative Securities Acquired,
Disposed of, or Beneficially Owned
Amount of Ownership
Securities Securities Form: Nature of
Acquired(A) Beneficially Direct(D) Indirect
Title of Transaction Transaction or Owned at or Beneficial
Security Date Code Disposed of(D) End of Month Indirect(I) Ownership
- ----------- --------------------------------------------------------------------------------------
Code V Amount A/D Price
<S> <C> <C> <C> <C> <C> <C> <C> <C>
COMMON STOCK Various 4,450,000% D
COMMON STOCK Various 136,500 I ++
COMMON Stock 5/13/98 P& 28,000& A& $9 13/16& 48,000# I &
</TABLE>
*If the Form is filed by more than one Reporting Person, see Instruction
4(b)(v).
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
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<TABLE>
<CAPTION>
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options,
convertible securities)
Number of
Number of Derivative Ownership
Conversion Derivative Securities Form of
or Securities Date Benefi- Derivative
Exercise Acquired Exercisable cially Security:
Title of Price of (A) or and Price of Owned Direct
Derivative Derivative Transaction Transaction Disposed Expiration Title and Amount of Derivative at End of (D) or
Security Security Date Code of (D) Date Underlying Securities Securities Month Indirect(I)
- ---------- ---------- ----------- ----------- ----------- ------------ --------------------- ---------- ---------- ------------
Date Expira Amount or
Exerci -tion Number of
Code V (A) (D) -sable Date Title Shares
----------- ----------- ------------ ---------------------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Nature of
Title of Indirect
Derivative Beneficial
Security Ownership
- ---------- ----------
Amount or
Number of
Shares
----------
</TABLE>
Explanation of Responses:
%This amount of securities owned excludes 50,000 shares of UGLY Common Stock
that on 8/18/97 the Reporting Person granted an option to Don Addink (another
UGLY Section 16 Officer) to acquire the shares at an option price of $15 per
share (approx. closing price of UGLY Common Stock on 8/18/97). D. Addink may
exercise this option at any time between the date of option grant through May
31, 2000. D. Addink has not exercised his option to purchase any of these shares
from the Reporting Person. Until the option is exercised, the Reporting Person
retains voting and investment power with respect to the shares.
++These shares of Common Stock of UGLY are owned by the Garcia Family
Foundation, Inc. ("Foundation"). The Foundation is an Arizona nonprofit
corporation that has the right to receive dividends from, or the proceeds for
the sale of, the 136,500 shares of Common Stock. The Reporting Person/Mr. Garcia
has no right to receive dividends from, or proceeds from the sale of, the
136,500 shares. Mr. Garcia is the president and a director of the Foundation and
shares the power to direct the vote and power to direct the disposition of these
shares held by the Foundation. Mr. Garcia disclaims beneficial ownership of the
136,500 shares reported herein and also disclaims beneficial ownership of all
shares of UGLY Common Stock owned/held by the Foundation.
&These 28,000 shares of Common Stock of UGLY were acquired on 5/13/98 by Verde
Investments, Inc. ("Verde") in a private transaction. Mr. Garcia organized these
shares from Walter Vonsh, a former Section 16 Reporting Person. The Reporting
Person is the president and sole shareholder of Verde. Verde is an affiliate of
Issuer. Mr. Garcia disclaims beneficial ownership of the 28,000 shares reported
herein and also disclaims beneficial ownership of all shares of UGLY Common
Stock owned/held by Verde. This form is being filed early for 5/98 changes. If
there is a further change in beneficial ownership by me, I will file an
amendment to this Form 4.
#End of month ownership is based on 4/30 ending balance of 20,000 shares of UGLY
Common Stock plus 28,000 shares purchased in 5/98 (20,000 + 28,000 = 48,000).
Mr. Garcia disclaims beneficial ownership of all shares owned/held by Verde as
discussed above.
1) Power-of-attorney is included and made a part of this filing.
/s/ Ernest C. Garcia II
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Ernest C. Garcia II
/s/ Judith A. Boyle
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As Attorney-in-Fact 1)
**Signature of Reporting Person
5/14/98
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Date
** Intentional misstatements or omissions of facts constitute Federal Criminal
Violations. See 19 U.S.C. 788(a).
POWER OF ATTORNEY
I hereby appoint Steven P. Johnson, Judith A. Boyle and Steven D. Pidgeon, and
each of them, attorney-in-fact for me, each with full power of substitution, to
prepare, execute and deliver on my behalf reports required to be filed by me
pursuant to Section 16 of the Securities Exchange Act of 1934, as amended
("Section 16"). Among other things, each attorney-in-fact is authorized to file
original reports (either electronically or otherwise), signed by me or on my
behalf, on Forms 3, 4 and 5 with the Securities and Exchange Commission, and to
provide any necessary copies of such signed forms to The NASDAQ Stock Market and
Ugly Duckling Corporation as required by the rules under Section 16 as in effect
from time to time.
This power of attorney is effective from the date hereof until June 30, 1998,
unless earlier revoked or terminated.
/s/ Ernest C. Garcia II
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Ernest C. Garcia II
Dated: May 7 , 1997
