SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 13 )*
MACC Private Equities Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
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552 617 102
------------------------------
(CUSIP Number)
W. David Hemingway,
Zions Bancorporation,
1380 Kennecott Building,
Salt Lake City, Utah 84133
(801) 524-4787
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
February 22, 1999
------------------------------
(Date of Event which Requires
Filing of this Statement)
If a 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 [ ]. (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.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*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 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>
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CUSIP NO. 552 617 102
- --------------------
- ------------------------------------------------------------
1. NAME OF REPORTING PERSON
Zions Bancorporation
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
87-0227400
- ------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
- ------------------------------------------------------------
3. SEC USE ONLY
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4. SOURCE OF FUNDS
WC
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
- ------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Utah
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7. SOLE VOTING POWER
NUMBER OF -0-
SHARES ----------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 325,986
EACH ----------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON -0-
WITH ----------------------------------------
10. SHARED DISPOSITIVE POWER
325,986
- ------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
325,986
- ------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- ------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.1544%
- ------------------------------------------------------------
14. TYPE OF REPORTING PERSON
HC,CO
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Page 2 of 10
<PAGE>
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CUSIP NO. 552 617 102
- --------------------
- ------------------------------------------------------------
1. NAME OF REPORTING PERSON
Zions First National Bank
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
87-0189025
- ------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
- ------------------------------------------------------------
3. SEC USE ONLY
- ------------------------------------------------------------
4. SOURCE OF FUNDS
WC
- ------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ]
- ------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- ------------------------------------------------------------
7. SOLE VOTING POWER
NUMBER OF -0-
SHARES ----------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 325,986
EACH ----------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON -0-
WITH ----------------------------------------
10. SHARED DISPOSITIVE POWER
325,986
- ------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
325,986
- ------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- ------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.1544%
- ------------------------------------------------------------
14. TYPE OF REPORTING PERSON
BK
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Page 3 of 10
<PAGE>
Zions Bancorporation ("Zions") hereby amends its report on Schedule 13D
originally filed on May 24, 1996 as heretofore amended (the "Schedule 13D") in
respect of the Common Stock of MACC Private Equities Inc. (the "Company").
Capitalized terms used but not defined herein shall have the meanings given such
terms in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration.
The funds required to purchase the 325,986 shares of Common Stock
beneficially owned by Zions and the Bank were $ 2,760,479. These funds were
derived from working capital.
Item 5. Interest in Securities of the Issuer.
(a) The Bank currently holds and Zions may be deemed to hold through
the Bank, for purposes of this report on Schedule 13D, the beneficial ownership
of 325,986 shares of Common Stock, which the Bank and Zions believe represents
approximately 26.1544% of the outstanding shares of Common Stock.
(b) Zions may be deemed to share the power to vote or direct the vote
and to dispose or to direct the disposition of the 325,986 shares of Common
Stock held by the Bank.
(c) On November 3, 1998, the Bank purchased 500 shares of Common Stock
at a cost of $5,428.24 ($10.85648 per share). On November 16, 1998, the Bank
purchased 1,400 shares of Common Stock at a cost of $13,125.00 ($9.375 per
share). On November 24, 1998, the Bank purchased 1,000 shares of Common Stock at
a cost of $10,062.50 ($10.0625 per share). On December 1, 1998, the Bank
purchased 600 shares of Common Stock at a cost of $5,850.00 ($9.75 per share).
On December 15, 1998, the Bank purchased 380 shares of Common Stock at a cost of
$3,705.00 ($9.75 per share). On December 17, 1998, the Bank purchased 600 shares
of Common Stock at a cost of $5,902.50 ($9.8375 per share). On December 21,
1998, the Bank purchased 400 shares of Common Stock at a cost of $3,950.00
($9.875 per share). On December 31, 1998, the Bank purchased 1,700 shares of
Common Stock at a cost of $16,575.00 ($9.75 per share). On December 31, 1998,
the Bank purchased 1,000 shares of Common Stock at a cost of $9,812.08 ($9.81208
per share). On January 22, 1999, the Bank purchased 121 shares of Common Stock
at a cost of $1,244.00 ($10.2809917 per share). On January 27, 1999, the Bank
purchased 200 shares of Common Stock at a cost of $2,050.00 ($10.25 per share).
On February 3, 1999, the Bank purchased 1,000 shares of Common Stock at a cost
of $10,187.71 ($10.18771 per share). On February 5, 1999, the Bank purchased 319
shares of Common Stock at a cost of $3,240.00 ($10.15674 per share). On February
8, 1999, the Bank purchased 2,200 shares of Common Stock at a cost of $23,100.00
($10.5 per share). On February 9, 1999, the Bank purchased 760 shares of Common
Stock at a cost of $7,753.58 ($10.202079 per share). On February 12, 1999, the
Bank purchased 1,000 shares of Common Stock at a cost of $10,187.71 ($10.18771
per share). On February 16, 1999, the Bank purchased 2,300 shares of Common
Stock at a cost of $23,575.00 ($10.25 per share). On February 18, 1999, the Bank
purchased 47 shares of Common Stock at a cost of $520.00 ($11.06383 per share).
On February 24, 1999, the Bank purchased 600 shares of Common Stock at a cost of
$6,055.30 ($10.0921666 per share). In each case of purchase, the shares were
acquired in the ordinary course of business in transactions on the open market.
To the best knowledge of Zions and the Bank, none of the persons listed on
Schedule I-A or Schedule I-B attached hereto has effected any transactions in
Common Stock during the past 60 days.
Page 4 of 10
<PAGE>
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I hereby
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 22, 1999
ZIONS BANCORPORATION
By: /s/Dale M. Gibbons
--------------------------
Name: Dale M. Gibbons
Title: Executive Vice President, Chief
Financial Officer and
Secretary
Page 5 of 10
<PAGE>
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I hereby
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 22, 1999
ZIONS FIRST NATIONAL BANK
By: /s/Dale M. Gibbons
--------------------------
Name: Dale M. Gibbons
Title: Executive Vice President,
Chief Financial Officer, and
Secretary
Page 6 of 10
<PAGE>
SCHEDULE I-A
DIRECTORS AND EXECUTIVE OFFICERS OF
ZIONS BANCORPORATION
The names, business addresses and present principal occupations of the
directors and executive officers of Zions Bancorporation ("Zions") are set forth
below. If no business address is given, the director's or officer's business
address is 1380 Kennecott Building, Salt Lake City, Utah 84133. The business
address of each of the directors of Zions is also the business address of such
director's employer, if any. All directors and officers listed below are
citizens of the United States.
Name Position with Zions, Present Principal Occupation or
- ---- ----------------------------------------------------------
Employment and Address
----------------------
A. Scott Anderson Executive Vice President and President of the Bank.
Jerry C. Atkin Director of Zions. Chairman, President and Chief
Executive Officer, SkyWest Airlines, 444 S. River Road,
St. George, Utah 84770.
Nolan X. Bellon Controller of Zions.
Dan Burch Vice President of Auditing for Zions.
Danne L. Buchanan Executive Vice President of Zions. President of Zions
Data Service Company.
Grant R. Caldwell Director of Zions. Retired, former Partner, KMG Main
Hurdman, Salt Lake City, Utah.
R. Don Cash Director of Zions. Chairman, President and Chief
Executive Officer of Questar Corporation, 180 East 100
South, Salt Lake City, Utah 84111. Director, Zions
First National Bank.
Gerald J. Dent Executive Vice President of Zions. Executive Vice
President of Zions First National Bank.
Dale M. Gibbons Executive Vice President, Chief Financial Officer and
Secretary of Zions. Executive Vice President, Chief
Financial Officer and Secretary of Zions First National
Bank.
John J. Gisi Chairman and President and Chief Executive Officer of
National Bank of Arizona.
W. David Hemingway Executive Vice President of Zions. Executive Vice
President of Capital Markets and Investments.
Clark B. Hinckley Senior Vice President of Zions.
George Hofmann III Senior Vice President of Zions. President and Chief
Executive Officer of Nevada State Bank.
Page 7 of 10
<PAGE>
Name Position with Zions, Present Principal Occupation or
- ---- ----------------------------------------------------------
Employment and Address
----------------------
Gary S. Judd Director of Zions. President and Chief Executive Officer
of Colorado Banks, Including Pitkin County Bank and Trust,
Centennial Savings Bank,F.S.B., Valley National Bank of
Cortez, Vectra Bank, First National Bank of Alamosa and
Tri-State Bank.
Richard H. Madsen Director of Zions. President and Chief Executive
Officer of ZCMI, 2200 South 900 West, Salt Lake City,
Utah 84137.
Roger B. Porter Director of Zions. IBM Professor of Business and
Government, Harvard University, 79 John F. Kennedy
Street, Cambridge, Massachusetts 02138.
Robert G. Sarver Director of Zions. Executive Director, Southwest Value
Partners and affiliates, Wilson Wyoming, G B
Bancorporation.
Harris H. Simmons President and Chief Executive Officer and Chairman of
Zions. Chairman of Zions First National Bank.
Director of Questar Corporation.
L.E. Simmons Director of Zions. President, SCF Investment Partners
and L.E. Simmons & Associates, Inc., 6600 Texas
Commerce Tower, Houston, Texas 77002.
Roy W. Simmons Chairman of the Board of Directors of Zions. Director
of Zions First National Bank. Member of the Board of
Directors of Beneficial Life Insurance Co. Director of
Ellison Ranching Co.
Shelley Thomas Director of Zions. Senior Vice President, Salt Lake
Organizing Committee For The Olympic Winter Games Of
2002, 257 East 200 South, Suite 600, Salt Lake City, UT
84111.
I.J. Wagner Director of Zions. President of The Keystone Company,
910 Kennecott Building, Salt Lake City, Utah 84133.
Page 8 of 10
<PAGE>
SCHEDULE I-B
DIRECTORS AND EXECUTIVE OFFICERS OF
ZIONS FIRST NATIONAL BANK
The names, business addresses and present principal occupations of the
directors and executive officers of Zions First National Bank (the "Bank") are
set forth below. If no business address is given, the director's or officer's
business address is One South Main Street, Salt Lake City, Utah 84111. The
business address of each of the directors of the Bank is also the business
address of such director's employer, if any. All directors and officers listed
below are citizens of the United States.
Name Position with the Bank, Present Principal Occupation or
- ---- ---------------------------------------------------------
Employment and Address
----------------------
A. Scott Anderson President, Chief Executive Officer of the Bank.
John B. D'Arcy Executive Vice President of the Bank.
R. Don Cash Director of the Bank. Chairman and Chief Executive
Officer, Questar Corporation, Salt Lake City, Utah 84139.
Gerald J. Dent Executive Vice President of the Bank. Executive Vice
President of Zions Bancorporation.
Peter K. Ellison Executive Vice President of the Bank.
Robert C. Fuehr Director of the Bank. Vice President-Public Policy, Telco
Business Development, U S WEST, Englewood, Colorado
80111.
Dale M. Gibbons Executive Vice President, Chief Financial Officer and
Secretary of the Bank. Executive Vice President, Chief
Financial Officer and Secretary of Zions Bancorporation.
Ronald S. Hanson Director of the Bank. Retired.
W. David Hemingway Executive Vice President of the Bank. Executive Vice
President Zions Bancorporation.
James T. Jensen Director of the Bank. Executive Vice President/General
Counsel of Savage Industries, Salt Lake City, Utah 84107.
Susan Mooney Johnson Director of the Bank. President of Futura Industries Daw
Technology. Box 3640, Ketchum, Idaho 83340.
Dixie Leavitt Director of the Bank. Chairman of the Board of Security
Enterprises dba The Leavitt Group.
Robert A. Madsen, Sr. Director of the Bank. Chief Executive Officer of Madsen
Furniture Co., Salt Lake City, Utah.
Page 9 of 10
<PAGE>
Name Position with the Bank, Present Principal Occupation or
- ---- ---------------------------------------------------------
Employment and Address
----------------------
Roy C. Nelson Director of the Bank. Retired, 1569 East 4700, Ogden, UT
84003
Kathryn Pett Director of the Bank. Secretary and General Counsel, Utah
Transit Authority, 3600 South 700 West, Salt Lake City,
UT 84115
Harris H. Simmons Chairman of the Bank. President and Chief Executive
Officer of Zions Bancorporation.
D. Gill Warner Director of the Bank. Retired.
Page 10 of 10
