UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
SHURGARD STORAGE CENTERS, INC.
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(Name of Issuer)
Class A Common Stock, $0.001 Par Value
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(Title of Class of Securities)
82567D104
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(CUSIP Number)
David Goldberg, 701 Western Avenue, Glendale, California 91201-2349
818/244-8080, ext. 529
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 1, 2000
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(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(e), 13d-1(f) or 13d-1(g), check
the following box [ ].
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) 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).
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SCHEDULE 13D
CUSIP No. 82567D104
1 Name of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only)
Public Storage, Inc.
95-3551121
2 Check the Appropriate Box if a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Source of Funds*
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
1,805,875
8 Shared Voting Power
N/A
9 Sole Dispositive Power
1,805,875
10 Shared Dispositive Power
N/A
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,805,875
12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares* [ ]
13 Percent of Class Represented by Amount in Row (11)
6.2%
14 Type of Reporting Person*
CO
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
The Statement on Schedule 13D dated February 22, 2000 (the "Schedule
13D") filed by Public Storage, Inc. ("PSI"), relating to the Class A Common
Stock, $0.001 par value (the "Shares"), of Shurgard Storage Centers, Inc. (the
"Issuer"), is amended by this Amendment No. 1 as set forth below. Defined terms
that are not defined herein have the meanings assigned to those terms in the
Schedule 13D.
Item 4. Purpose of Transaction
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Item 4 of the Schedule 13D is supplemented by adding the following:
In mid-April 2000, representatives of PSI met with representatives of
Issuer in Seattle, Washington to discuss the acquisition of Issuer by PSI based
on the value of Issuer's assets plus a premium above the asset value to be
negotiated by the parties. Issuer's representatives did not inquire as to the
size of this premium or demonstrate any interest in negotiating a satisfactory
premium or any other aspect of a possible transaction. Following the mid-April
2000 meeting there were no further discussions relating to a possible
acquisition until, in late April 2000, a representative of Issuer telephoned a
representative of PSI to inform him that Issuer's board of directors had no
interest in selling.
Item 5. Interest in Securities of the Issuer
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Item 5 of the Schedule 13D is supplemented as follows:
(a) As of May 1, 2000, PSI owned 1,805,875 Shares, which constituted
approximately 6.2% of the total number of Shares outstanding.
(b) PSI has the sole power to vote and the sole power to dispose of all
of the 1,805,875 Shares owned by it.
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(c) During the 60-day period ending on May 1, 2000, PSI purchased or
sold the number of Shares in the transactions, on the transaction dates and at
the prices per Share (not including commissions) set forth below:
No. of Shares No. of Price Type of
Transaction Date Purchased Shares Sold Per Share Transaction
- ---------------- ------------- ------------ --------- -----------
3-03-2000 78,000 $23.7500 Open Market
3-31-2000 1,200 24.8750 Open Market
4-04-2000 1,500 24.8750 Open Market
5-01-2000 116,700 25.7500 Open Market
5-01-2000 3,000 25.8125 Open Market
5-01-2000 5,400 25.8750 Open Market
5-01-2000 9,500 25.9375 Open Market
To the best of PSI's knowledge, except as disclosed herein, PSI does not
have beneficial ownership of any Shares as of May 1, 2000 and has not engaged in
any transaction in any Shares during the 60-day period ending May 1, 2000.
(d) Except as disclosed herein, no other person is known to PSI to have
the right to receive or the power to direct receipt of distributions from, or
the proceeds for the sale of, the Shares beneficially owned by PSI.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: May 1, 2000
PUBLIC STORAGE, INC.
By: /S/ DAVID GOLDBERG
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David Goldberg
Senior Vice President and
General Counsel
