SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
MACC Private Equities Inc.
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Common Stock, $0.01 par value
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(Title of Class of Securities)
552 617 102
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(CUSIP Number)
W. David Hemingway,
Zions Bancorporation,
One South Main, Suite 1380
Salt Lake City, Utah 84111
(801) 524-4787
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
July 16, 1999
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(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
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1. NAME OF REPORTING PERSON
Zions Bancorporation
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
87-0227400
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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 BOX 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
Utah
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7. SOLE VOTING POWER
NUMBER OF -0-
SHARES ----------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 442,091
EACH ----------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON -0-
WITH ----------------------------------------------------
10. SHARED DISPOSITIVE POWER
442,091
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
442,091
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
27.3048%
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14. TYPE OF REPORTING PERSON
HC,CO
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Page 2 of 10
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CUSIP NO. 552 617 102
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1. NAME OF REPORTING PERSON
Zions First National Bank
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
87-0189025
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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 BOX 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
United States
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7. SOLE VOTING POWER
NUMBER OF -0-
SHARES ----------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 442,091
EACH ----------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON -0-
WITH ----------------------------------------------------
10. SHARED DISPOSITIVE POWER
442,091
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
442,091
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
27.3048%
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14. TYPE OF REPORTING PERSON
BK
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Page 3 of 10
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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 442,091 shares of Common Stock
beneficially owned by Zions and the Bank were $ 2,974,329. These funds were
derived from working capital.
Item 4. 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 442,091 shares of Common Stock, which the Bank and Zions believe represents
approximately 27.3048% 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 442,091 shares of Common
Stock held by the Bank.
(c) On March 5, 1999, the Bank purchased 1,000 shares of Common Stock
at a cost of $10,187.71 ($10.18771 per share). On March 26, 1999, the Bank
purchased 200 shares of Common Stock at a cost of $2,125.00 ($10.625 per share).
On April 7, 1999, the Bank purchased 91,201 shares of Common Stock at a cost of
$.00 ($0 per share). On April 9, 1999, the Bank purchased 1,600 shares of Common
Stock at a cost of $13,400.00 ($8.375 per share). On April 9, 1999, the Bank
purchased 4,879 shares of Common Stock at a cost of $40,365.36 ($8.2732855 per
share). On April 15, 1999, the Bank purchased 400 shares of Common Stock at a
cost of $3,400.00 ($8.5 per share). On April 16, 1999, the Bank purchased 200
shares of Common Stock at a cost of $1,450.00 ($7.25 per share). On April 20,
1999, the Bank purchased 171 shares of Common Stock at a cost of $1,460.75
($8.5423977 per share). On April 21, 1999, the Bank purchased 494 shares of
Common Stock at a cost of $4,100.50 ($8.3006073 per share). On April 22, 1999,
the Bank purchased 135 shares of Common Stock at a cost of $1,163.75 ($8.62037
per share). On April 27, 1999, the Bank purchased 900 shares of Common Stock at
a cost of $7,312.50 ($8.125 per share). On April 27, 1999, the Bank purchased
1,000 shares of Common Stock at a cost of $8,059.10 ($8.0591 per share). On May
4, 1999, the Bank purchased 600 shares of Common Stock at a cost of $5,077.08
($8.4618 per share). On May 3, 1999, the Bank purchased 3,700 shares of Common
Stock at a cost of $31,450.00 ($8.5 per share). On May 14, 1999, the Bank
purchased 1,600 shares of Common Stock at a cost of $13,500.00 ($8.4375 per
share). On May 14, 1999, the Bank purchased 100 shares of Common Stock at a cost
of $893.75 ($8.9375 per share). On May 21, 1999, the Bank purchased 300 shares
of Common Stock at a cost of $2,600.00 ($8.6667 per share). On June 2, 1999, the
Bank purchased 1,350 shares of Common Stock at a cost of $11,643.75 ($8.625 per
share). On June 2, 1999, the Bank purchased 1,000 shares of Common Stock at a
cost of $8,622.56 ($8.62256 per share).
Page 4 of 10
<PAGE>
On June 7, 1999, the Bankpurchased 1,975 shares of Common Stock at a cost
of $17,034.38 ($8.6250025 per share). On June 7, 1999, the Bank purchased 1,000
shares of Common Stock at a cost of $8,622.56 ($8.62256 per share). On June 17,
1999, the Bank purchased 200 shares of Common Stock at a cost of $1,850.00
($9.25 per share). On June 18, 1999, the Bank purchased 800 shares of Common
Stock at a cost of $7,257.74 ($9.072175 per share). On June 21, 1999, the Bank
purchased 200 shares of Common Stock at a cost of $1,850.00 ($9.25 per share).
On June 25, 1999, the Bank purchased 1,000 shares of Common Stock at a cost of
$9,436.44 ($9.43644 per share). On July 2, 1999, the Bank purchased 100 shares
of Common Stock at a cost of $987.50 ($9.875 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 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: July 16, 1999
ZIONS BANCORPORATION
By: /s/ Dale M. Gibbons
------------------------------------
Name: Dale M. Gibbons
Title: Executive Vice President, Chief
Financial Officer and Secretary
Page 6 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: July 16, 1999
ZIONS FIRST NATIONAL BANK
By: /s/ Dale M. Gibbons
------------------------------------
Name: Dale M. Gibbons
Title: Executive Vice President, Chief
Financial Officer and Secretary
Page 7 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, 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.
Page 8 of 10
<PAGE>
Name Position with Zions, Present Principal Occupation or
- ---- ----------------------------------------------------
Employment and Address
----------------------
George Hofmann III Senior Vice President of Zions. President and Chief
Executive Officer of Nevada State Bank.
Gary S. Judd Director of Zions. President and Chief Executive
Officer of Vectra Bank Colorado.
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. Chairman and CEO California Bank &
Trust, 11622 F-1 Camino Real, #200 San Diego, CA 92130.
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.
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,
680 Gateway Tower East, Salt Lake City, Utah 84133.
Page 9 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, UT 84139.
Gerald J. Dent Executive Vice President of the Bank. Executive Vice
President of Zions Bancorporation.
Robert C. Fuehr Director of the Bank. Retired.
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 10 of 10
<PAGE>
Name Position with the Bank, Present Principal Occupation or
- ---- -------------------------------------------------------
Employment and Address
----------------------
Director of the Bank. Retired, 1569 East 4700, Ogden, UT
Roy C. Nelson 84003.
Director of the Bank. Secretary and General Counsel, Utah
Kathryn Pett Transit Authority, 3600 South 700 West, Salt Lake City,
UT 84115.
Chairman of the Bank. President and Chief Executive
Harris H. Simmons Officer of Zions Bancorporation.
Roy W. Simmons Chairman of the Board of Directors of Zions.
D. Gill Warner Director of the Bank. Retired.
Page 11 of 10