SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13 D
(Amendment #6)*
BIG SKY TRANSPORTATION CO.
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(Name of Issuer)
Common Stock no par value
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(Title of Class of Securities)
089539 10 0
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(CUSIP Number)
Derby West, LLC (307/674-5800)
Drawer E, Sheridan, WY 82801
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(Name, Address, Telephone Number of Persons
Authorized To Receive Notices and Cancellations)
February 17, 1998
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(Date of Event Which Requires Filing of This Document)
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), check the following box [ ].
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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 purpose of Section18 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).
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required 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 beneficial ownership of less than
five percent of such class. (See Rule 13d-7).
Note: Six copies of this statement, including all exhibits, should be filed with
the Securities and Exchange Commission. See Rule 13d-1(a) of the Securities and
Exchange Commission for parties to whom copies are to be sent.
<PAGE>
CUSIP No. 089539 10 0
1) Name of Reporting Persons: Derby West, LLC, a Wyoming limited liability
company SS or IRS Identification No. of Above Person(s): 83-0305642
2) Check the Appropriate Box if a member of a Group:
(a)[ ]
(b)[ ]
3) SEC Use Only___________________________________________________________
4) Source of Funds: WC
5) Check If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
and 2(e): [ ]
6) Citizenship or Place of Organization: Wyoming, USA
Number of Shares Beneficially Owned by Each Reporting Person with:
7) Sole Voting Power: None
8) Shared Voting Power: 347,520
9) Sole Dispositive Power: None
10) Shared Dispositive Power: 347,520
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 347,520
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares: [ ]
13) Percent of Class Represented by Amount in Row (11): 33.3%
14) Type of Reporting Person: Limited liability company
<PAGE>
CUSIP No.: 089539 10 0
1) Name of Reporting Persons: Peter M. Kennedy
SS or IRS Identification No. of Above Person(s): ###-##-####
2) Check the Appropriate Box if a member of a Group:
(a) [ ]
(b) [ ]
3) SEC Use Only___________________________________________________________
4) Source of Funds: WC
5) Check If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
and 2(e): [ ]
6) Citizenship or Place of Organization: USA
Number of Shares Beneficially Owned by Each Reporting Person with:
7) Sole Voting Power: None
8) Shared Voting Power: 347,520
9) Sole Dispositive Power: None
10) Shared Dispositive Power: 347,520
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 347,520
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares: [ ]
13) Percent of Class Represented by Amount in Row (11): 33.3%
14) Type of Reporting Person: Individual
<PAGE>
Item 1. Securities and Issuer
Big Sky Transportation Company ("Big Sky") is a small, regional commuter air
carrier, which operates passenger, freight and air carrier service in Montana.
Big Sky's headquarters and air service "hub" is in Billings, Montana. The
company transports passengers and freight to towns in Central and Eastern
Montana.
Item 2. Identity and Background
The reporting person, Derby West, LLC ("Derby"), is a Wyoming limited liability
company organized in 1993. Derby's principal place of business is Sheridan,
Wyoming. Derby may engage in any lawful business, other than insurance or
banking, that a limited liability company may engage in under Wyoming law.
Derby has not been convicted in a criminal proceeding during the last five
years.
Derby is not a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction, nor has it been over the past five years.
Peter M. Kennedy is the controlling person as well as manager of Derby.
Item 3. Source and Amount of Funds or Other Consideration
See Item 4 below.
Item 4. Purpose of Transaction
On February 17,1998 Derby purchased 15,000 shares of Big Sky common stock on the
open market. The per share cost was $1.25, total costs amounting to $18,750.00,
excluding commissions. This transaction changed the number of shares owned from
332,520 to 347,520.
These shares of Big Sky stock, as well as previously acquired shares, were
acquired for investment purposes. The Reporting Persons might, from time to
time, acquire additional securities or dispose of some or all of the securities
of Big Sky in the open market or in privately negotiated transactions or
otherwise, depending on price, availability of shares, the Reporting Persons'
views of business and prospects of Big Sky and other factors deemed to be
relevant.
Item 5. Interest in Securities of the Issuer
Big Sky was recapitalized in 1996 and the number of outstanding shares was
reduced by means of a reverse slit (ratio 5:1). At December 31, 1997, Big Sky
had 1,042,218 shares of common stock outstanding. As the result of this
transaction which is the subject of this report, the aggregate number and
percentage of shares of Big Sky common stock owned by Derby are as follows:
Number of Shares Percentage of Class
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347,520 33.3%
The Reporting Persons have the power to vote and to dispose of these shares.
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: February 25, 1998
DERBY WEST, LLC
By: /s/ Peter M. Kennedy
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Peter M. Kennedy
Manager
SIGNATURE
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After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this state statement is true, complete and
correct.
Dated: February 25, 1998
/s/ Peter M. Kennedy
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Peter M. Kennedy