July 11, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Amendent No. 1 to Schedule 13G
Ladies and Gentlemen:
Enclosed, on behalf of AMRESCO, INC. and AMREIT Holdings, Inc., is
Amendent No. 1 to Schedule 13G relating to the Common Shares of
Beneficial Interest, $0.01 par value, of AMRESCO Capital Trust.
Should you have any questions concerning the enclosed material or
desire futher information, please call the undersigned at (214)
953-7727.
Sincerely,
\s\ L. Keith Blackwell
L. Keith Blackwell
Secretary
Enclosure
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Amendment No. 1
AMRESCO CAPITAL TRUST
(Name of Issuer)
COMMON SHARES OF BENEFICIAL INTEREST, $0.01 PAR VALUE
(Title of Class of Securities)
031919103
(CUSIP Number)
L. Keith Blackwell, Esq.
AMRESCO, Inc.
700 North Pearl Street
Suite 1900, LB 342
Dallas, Texas 75201
(214) 953-7700
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 5, 2000
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-(c)
[X] Rule 13d-1(d)
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 the disclosures provided
in a prior cover page.
The information required in 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 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).
1) Names of Reporting Persons
I. R. S. Identification Nos. of Above Persons (Entities Only)
AMRESCO, INC. 59-1781257
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [x]
3) SEC Use Only
4) Citizenship or Place of Organization State of Delaware
Number of (5) Sole Voting Power -0-
Shares ---------------------------------------------
Beneficially
Owned by (6) Shared Voting Power -0-
Each ----------------------------------------------
Reporting
Person With (7) Sole Dispositive Power -0-
----------------------------------------------
(8) Shared Dispositive Power -0-
----------------------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
11) Percent of Class Represented by Amount in Row (9) -0-
12) Type of Reporting Person CO
1) Names of Reporting Persons
I. R. S. Identification Nos. of Above Persons (Entities Only)
AMREIT Holdings, Inc. 74-2875466
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [x]
3) SEC Use Only
4) Citizenship or Place of Organization State of Nevada
Number of (5) Sole Voting Power -0-
Shares ---------------------------------
Beneficially
Owned by (6) Shared Voting Power -0-
Each ---------------------------------
Reporting
Person With (7) Sole Dispositive Power -0-
---------------------------------
(8) Shared Dispositive Power -0-
---------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
11) Percent of Class Represented by Amount in Row (9) -0-
12) Type of Reporting Person CO
ITEM 1(a). NAME OF ISSUER:
AMRESCO Capital Trust, a Texas real estate investment
trust, is the Issuer.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
The address of the principal executive office is 700
North Pearl Street, Suite 1900, Dallas, Texas 75201,
(214) 953-7700.
ITEM 2(c). NAME OF PERSON FILING:
This Schedule is being filed by the following persons:
(i) AMRESCO, INC. ("AMRESCO"); and
(ii) AMREIT Holdings, Inc. ("Holdings").
Each of the persons listed in (i) and (ii) above is
hereinafter referred to individually as a "Reporting Person" and
collectively as the "Reporting Persons."
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The principal business address of the Reporting Persons
is 700 North Pearl Street, Suite 1900, Dallas, Texas,
75201, (214) 953-7700.
ITEM 2(c): CITIZENSHIP:
AMRESCO's place of organization is the State of Delaware.
Holdings' place of organization is the State of Nevada.
ITEM 2(d): TITLE OF CLASS OF SECURITIES:
The title of the class of securities is Common Shares
of Beneficial Interest, $0.01 par value.
ITEM 2(e). CUSIP NUMBER:
031919103
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b),
OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS
A: Not applicable.
(a) Broker or dealer registered under Section 15 of the
Exchange Act.
(b) Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) Insurance company as defined in Section 3(a)(19) of the
Exchange Act.
(d) Investment company registered under Section 8 of the
Investment Act.
(e) An investment adviser in accordance with Rule 13-
1(b)(1)(ii)(E);
(f) An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
(g) A parent holding company or control person in accordance
with Rule 13d-a(b)(1)(ii)(G);
(h) A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act;
(j) Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check
this box. [ ]
ITEM 4. OWNERSHIP.
Provide the following information regarding the aggregate
number and percentage of the class of securities of the
issuer identified in Item 1.
(a) Amount beneficially owned: -0-
(b) Percent of class: -0-
(c) Number of shares as to which AMRESCO has:
(i) Sole power to vote or to direct the vote -0-
(ii) Shared power to vote or to direct the vote -0-
(iii) Sole power to dispose or to direct the disposition
of -0-
(iv) Shared power to dispose or to direct the disposition
of -0-
(d) Number of shares as to which Holdings has:
(i) Sole power to vote or to direct the vote -0-
(ii) Shared power to vote or to direct the vote -0-
(iii) Sole power to dispose or to direct the disposition of
-0-
(iv) Shared power to dispose or to direct the disposition
of -0-
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased to be
the beneficial owner of more than five percent of the class of
securities, check the following [X].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATIONS.
Not applicable.
SIGNATURE
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.
AMRESCO, INC.
By: \s\ L. Keith Blackwell
L. Keith Blackwell
Senior Vice President
July 11, 2000
AMREIT HOLDINGS, INC.
By: \s\ William C. Cole
William C. Cole
President
July 11, 2000
