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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO 13d-1(a) AND AMENDMENTS FILED PURSUANT TO 13d-2(a)
(AMENDMENT NO. 1)
COMPS.COM, INC.
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(Name of Issuer)
Common Stock, $0.01 Par Value
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(Title of Class of Securities)
204679104
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(CUSIP Number)
Halsey M. Minor
150 Chestnut Street
San Francisco, CA 94111
(415) 395-7800
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 17, 1999
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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 .
Note. Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 pages)
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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 purposes 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).
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SCHEDULE 13D
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CUSIP NO. 204679104 PAGE 2 OF 5 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR IRS. IDENTIFICATION NO. OF ABOVE PERSON
Minor Revocable Trust
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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
Not Applicable.
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
Not Applicable.
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States.
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7 SOLE VOTING POWER
NUMBER OF SHARES
176,600.
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH None.
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REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 176,600.
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10 SHARED DISPOSITIVE POWER
None.
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
176,600.
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12 CHECK BOX IF THAT AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.5%
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14 TYPE OF REPORTING PERSON
OO
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CUSIP NO. 204679104 13D PAGE 3 OF 5 PAGES
ITEM 1. SECURITY AND ISSUER
This Amendment No. 1 (the "Amendment") to the Schedule 13D filed on May
25, 1999 by the Minor Revocable Trust (the "Schedule 13D") is being
filed pursuant to Rule 13d-2 under the Securities Exchange Act of 1934,
as amended, and relates to the Common Stock, $.01 par value (the
"Common Stock") of COMPS.COM, INC., a Delaware corporation (the
"Issuer"), the principal executive offices of which are located at 9888
Carroll Centre Road, San Diego, California 92126-4581. Capitalized
terms used but not otherwise defined herein shall have the meanings
ascribed to such terms in the Schedule 13D.
ITEM 2. IDENTITY AND BACKGROUND
There are no changes to the information contained in the Schedule 13D
for this item.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Not Applicable.
ITEM 4. PURPOSE OF TRANSACTION
This Amendment is necessitated by sales of the Trust's shares of Issuer
Common Stock. The Trust's purposes in beneficially owning Issuer Common
Stock have not changed since the Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Trust beneficially owns 176,600 shares of Issuer Common
Stock, which represents approximately 1.5% of the outstanding
Issuer Common Stock.
(b) Mr. Minor as Trustee has sole voting and dispositive power
with respect to the Trust's shares of Issuer Common Stock.
(c) At the discretion of Mr. Minor, the Trust has made the
following sales of Issuer Common Stock in the past sixty days:
On November 3, 1999, the Trust made the following sales of
Issuer Common Stock: 3,000 shares at $7.281 per share, 2,000
shares at $7.312 per share and 900 shares at $7.250 per share.
A broker-dealer effected the November 3, 1999 sales in the
NASDAQ National Market System ("NMS").
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CUSIP NO. 204679104 13D PAGE 4 OF 5 PAGES
On November 4, 1999, the Trust sold 20,000 shares of Issuer
Common Stock at $7.375 per share. A broker-dealer effected the
transaction in the NMS.
On November 5, 1999, the Trust sold 2,500 shares of Issuer
Common Stock at $7.375 per share. A broker-dealer effected the
transaction in the NMS.
On December 17, 1999, the Trust sold 99,000 shares of Issuer
Common Stock at $6.875 per share. A broker-dealer effected the
transaction in the NMS.
On December 20, 1999, the Trust sold 100,000 shares of Issuer
Common Stock at $6.888 per share. A broker-dealer effected the
transaction in the NMS.
On December 21, 1999, the Trust sold a total of 200,000 shares
of Issuer Common Stock at $6.875 per share. A broker-dealer
effected the transactions in the NMS.
On December 22, 1999, the Trust sold 95,000 shares of Issuer
Common Stock at $7.125 per share. A broker-dealer effected the
transaction in the NMS.
(d) Not applicable.
(e) The Trust ceased to be the beneficial owner of more than 5% of
the Issuer Common Stock on December 17, 1999.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
To the best knowledge of the undersigned, there are no
contracts, arrangements, understandings or relationships
(legal or otherwise) among the persons named in Item 2 and
between such persons and any person with respect to any
securities of the Issuer, including but not limited to
transfer or voting of any of the securities, finder's fees,
joint ventures, loan or option agreement, puts or calls,
guarantees of profits, division of profits or loss, or the
giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not applicable.
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CUSIP NO. 204679104 13D PAGE 5 OF 5 PAGES
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.
Dated as of December 28, 1999
Minor Revocable Trust
By: /s/ Halsey M. Minor
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Halsey M. Minor
as Trustee
