UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6 )*
PS Business Parks, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
69360J 10 7
(CUSIP Number)
David Goldberg, 701 Western Avenue, Glendale,
California 91201-2397, 818/244-8080, ext. 529
---------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 3, 1998
(Date of Event which Requires Filing of this Statement)
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) or (4), check the following box [ ].
Check the following box if a fee is being paid with the 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.
<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).
SCHEDULE 13D
CUSIP No. 69360J 10 7
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
PS Texas Holdings, Ltd.
2 Check the Appropriate Box if a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Source of Funds*
OO
5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
Texas
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 Sole Voting Power
266,706
8 Shared Voting Power
N/A
9 Sole Dispositive Power
266,706
10 Shared Dispositive Power
N/A
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
266,706
12 Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares* [ ]
13 Percent of Class Represented by Amount in Row (11)
1.1%
14 Type of Reporting Person*
PN
<PAGE>
CUSIP No. 69360J 10 7
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
PS GPT Properties, Inc.
2 Check the Appropriate Box if a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Source of Funds*
OO
5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
California
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 Sole Voting Power
N/A
8 Shared Voting Power
266,706 (see footnote 1 below)
9 Sole Dispositive Power
N/A
10 Shared Dispositive Power
266,706 (see footnote 1 below)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
266,706 (see footnote 1 below)
12 Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares* [ ]
13 Percent of Class Represented by Amount in Row (11)
1.1%
14 Type of Reporting Person*
CO
(1) Includes 266,706 shares held of record by PS Texas Holdings, Ltd.
<PAGE>
CUSIP No. 69360J 10 7
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Public Storage, Inc.
2 Check the Appropriate Box if a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Source of Funds*
WC, OO
5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
California
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 Sole Voting Power
4,947,622
8 Shared Voting Power
266,706 (see footnote 1 below)
9 Sole Dispositive Power
4,833,267
10 Shared Dispositive Power
266,706 (see footnote 1 below)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
5,214,328 (see footnote 1 below)
12 Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares* [ ]
13 Percent of Class Represented by Amount in Row (11)
22.1%
14 Type of Reporting Person*
CO
(1) Includes 266,706 shares held of record by PS Texas Holdings, Ltd.
<PAGE>
The Statement on Schedule 13D dated November 16, 1995, as amended and
restated by Amendment No. 1 dated January 12, 1996 and Amendment No. 2 dated
April 16, 1996, amended by Amendment No. 3 dated June 17, 1996 and Amendment No.
4 dated August 18, 1997 and amended and restated by Amendment No. 5 dated March
17, 1998 (the "Schedule 13D") filed by PS Texas Holdings, Ltd. ("PS Texas"), PS
GPT Properties, Inc. ("PS GPT") and Public Storage, Inc. ("PSI") (collectively,
the "Reporting Persons"), relating to the Common Stock, par value $.01 per share
(the "Shares") of PS Business Parks, Inc., a California corporation (the
"Issuer"), is amended by this Amendment No. 6 as set forth below. Defined terms
that are not defined herein have the meanings assigned to those terms in the
Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Schedule 13D is supplemented as follows:
During the period commencing March 18, 1998 (i.e., after the
transactions reported in Amendment No. 5 to the Schedule 13D) and ending
September 3, 1998, PSI purchased an additional 299,900 Shares for an aggregate
cost (including commissions) of approximately $5,992,259, with funds obtained
from PSI's working capital.
Item 5. Interest in Securities of the Issuer
Item 5 of the Schedule 13D is supplemented as follows:
As of September 3, 1998, each Reporting Person owned (or was deemed to
own) the aggregate number of Shares set forth below opposite its name, which
Shares constituted approximately 22.1%, in the aggregate, of the total number of
Shares outstanding on September 3, 1998 of 23,635,650.
Approximate % of
Reporting Person No. of Shares Shares Outstanding
- ---------------- ------------- ------------------
PS Texas 266,706 1.1%
PS GPT --<F1> --
PSI 4,947,622<F2> 20.9%
--------- ----
Total 5,214,328 22.1%
<F1> Excludes 266,706 Shares held of record by PS Texas as to which PS GPT
shares voting and dispositive power.
<F2> Includes (i) 4,833,267 Shares as to which PSI has sole voting and
dispositive power and (ii) 114,355 Shares which PSI has an option to
acquire (together with other securities) from B. Wayne Hughes as trustee of
the B.W. Hughes Living Trust and as to which PSI has sole voting power
(pursuant to an irrevocable proxy) and no dispositive power. Excludes
266,706 Shares held of record by PS Texas as to which PSI shares voting and
dispositive power.
<PAGE>
During the 60-day period ended September 3, 1998, PSI engaged in the
following acquisitions of Shares at the following prices (not including
commissions):
Transaction No. of Shares Price Per Type of
Date Acquired Share Transaction
----------- ------------- --------- -----------
8/05/98 10,200 $21.00 open market
8/05/98 2,200 $20.875 open market
8/05/98 5,000 $20.75 open market
8/12/98 5,000 $21.00 open market
8/13/98 1,800 $20.75 open market
8/13/98 1,400 $20.8125 open market
8/13/98 1,800 $20.875 open market
8/24/98 9,800 $20.875 open market
8/28/98 4,000 $20.6875 open market
8/28/98 7,000 $20.625 open market
8/31/98 1,000 $20.375 open market
8/31/98 1,800 $20.3125 open market
8/31/98 2,200 $20.25 open market
9/01/98 9,000 $20.0625 open market
9/01/98 6,200 $20.125 open market
9/01/98 15,900 $20.25 open market
9/02/98 50,000 $20.125 open market
9/03/98 50,000 $19.75 open market
9/03/98 3,000 $19.125 open market
9/03/98 112,600 $19.50 open market
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief,
the undersigned certify that the information set forth in this statement is
true, complete and correct.
Dated: September 3, 1998 PS TEXAS HOLDINGS, LTD.
By: PS GPT Properties, Inc.,
general partner
By: /s/ SARAH HASS
-------------------------
Sarah Hass
Vice President
PS GPT PROPERTIES, INC.
By: /s/ SARAH HASS
-------------------------
Sarah Hass
Vice President
PUBLIC STORAGE, INC.
By: /s/ SARAH HASS
-------------------------
Sarah Hass
Vice President
