UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) April 21, 1999
CENTRAL COAL & COKE CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 0-1392 44-0195290
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation or Identification No.)
organization)
127 West 10th Street, Suite 666, Kansas City, Missouri 64105
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(Address of Principal Executive Offices) (Zip Code)
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Registrant's telephone number, including area code 816/842-2430
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SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
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Title of each class Name of each Exchange on which Registered
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None None
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SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Stock ($1 Par Value)
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(Title of Class)
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Items 1 through 4 Inclusive - NONE
Item 5 - OTHER EVENTS
The annual meeting of Stockholders of the Registrant was held
April 21, 1999 pursuant to notice duly sent to the Stockholders as required
by law. Management had solicited proxies pursuant to Regulation 14A of the
Securities Exchange Act of 1934 to elect a slate of the incumbent Directors
as follows:
Leonard Noah
Gary J. Pennington
Beekman Winthrop
Phelps M. Wood
Ernest N. Yarnevich, Jr.
At the meeting Stockholders present in person and by proxy elected an
alternative slate of Directors composed as follows:
Ray Infantino
Patrick J. Moran
Phelps C. Wood
Phelps M. Wood
James R. Ukropina
The shares voted for the alternative slate of Directors totaled
171,270 shares, while votes cast in favor of the incumbent slate nominated
by management were 155,792 shares for Messrs. Noah, Pennington and Yarnevich
and 155,793 shares for Messrs. Wood and Winthrop. Cumulative voting is not
permitted.
At the meeting of the newly elected Board of Directors following the
Stockholders meeting, the Bylaws of the Registrant were amended to increase
the number of Directors to seven (7). By motion unanimously adopted,
Bruce Franke and Beekman Winthrop were offered seats on the Board of
Directors. Mr. Franke accepted and Mr. Winthrop expressed his desire to
consider the matter and notify the Board of his acceptance or rejection of
the offer by the end of May.
Accordingly, the names and addresses of the new Board of Directors
of the Registrant are as follows:
Mr. Ray Infantino
3422 Venture Dr.
Huntington Beach, CA 92649
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Mr. Bruce Franke
P.O. Box 557
Willis, TX 77378
Mr. Patrick J. Moran
Four Houston Center Suite 517
Houston, TX 77010
Mr. Phelps C. Wood
1130 Stanyan Street
San Francisco, CA 94117
Mr. Phelps M. Wood
1433 St. Albans Road
San Marino, CA 91108
James R. Ukropina, Esq.
O'Melveny & Myers LLP
400 South Hope Street
Los Angeles, CA 90071-2899
An offer is outstanding to become a Director to:
Mr. Beekman Winthrop
3722 Benton Street, N.W.
Washington, D.C. 20007-1803
Items 6-9 Inclusive - NONE
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned herein duly authorized.
CENTRAL COAL & COKE CORPORATION
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Date: April 27,1999 By /s/ Phelps M. Wood
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Phelps M. Wood
President
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