UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1 (Final)
to
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Air Transportation Holding Company, Inc.
(Name of Issuer)
Common Stock, $.25 par value per share
(Title of Class of Securities)
009224304
(CUSIP Number)
Thomas B. Henson
1900 Independence Center
101 North Tryon Street
Charlotte, North Carolina 28246
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 14, 1997
(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 .
This statement contains 4 pages.
<PAGE>
SCHEDULE 13D
CUSIP NO. 009224304 PAGE 2 OF 4 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thomas B. Henson
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (b)
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(3)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
IN
Preliminary Statement
This Amendment No.1 (this "Amendment") is being filed by Thomas B.
Henson to amend information applicable to him as set forth in the Statement
of Beneficial Ownership on Schedule 13D (the "Statement") dated August 23,
1995 filed by David Clark and Thomas B. Henson with respect to shares of
common stock (the "Common Stock") of Air Transportation Holding Company,
Inc. (the "Issuer"). Capitalized terms not otherwise defined herein have the
meanings given to them in the Statement.
On March 14, 1997, David Clark revoked the trust (the "Trust") under
Agreement dated August 21, 1995 established by David Clark (the "Trust
Agreement") for which he and Thomas B. Henson served as trustees. As a
result of such action, Mr. Henson has ceased to beneficially own more than
five percent of the outstanding shares of Common Stock. Accordingly, this
Amendment is Mr. Henson's final amendment to the Statement. Since such
date, but prior to the filing of this Amendment, Mr. Clark died.
Item 1. Security and Issuer.
This Amendment is filed with respect to shares of Common Stock, $.25
par value per share, of Air Transportation Holding Company, Inc., a
Delaware corporation. The address of the principal executive offices of the
Issuer is 3524 Airport Road, Maiden, North Carolina 28650.
Item 2. Identity and Background.
This Amendment is filed by Thomas B. Henson. Thomas B. Henson is
an attorney with the law firm of Robinson, Bradshaw & Hinson, P.A., 1900,
Independence Center, 101 North Tryon Street, Charlotte, North Carolina
28246. During the past five years, neither Mr. Clark nor Mr. Henson has
been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or has been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction that as a result of which
subjects or subjected him to a judgement, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with respect to such
laws. Mr. Henson is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable.
Item 4. Purpose of Transaction.
On March 14, 1997, David Clark revoked the Trust under the Trust
Agreement for which he and Thomas B. Henson served as trustees. As a
result of such action, Mr. Henson has ceased to beneficially own more than
five percent of the outstanding shares of Common Stock.
Item 5. Interest in Securities of the Issuer.
(a) Not applicable.
(b) Not applicable.
(c) The information set forth in Item 4 is incorporated by
reference herein.
(d) The information set forth in Item 4 is incorporated by
reference herein.
(e) Thomas B. Henson ceased to beneficially own more than five
percent of the outstanding shares of Common Stock on March
14, 1997.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
The information set forth in Item 4 is incorporated by reference
herein.
Item 7. Material to be Filed as Exhibits.
No exhibits are filed with this Amendment.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this Amendment is true, complete
and correct.
Date: April 24, 1997 /s/ Thomas B. Henson
Thomas B. Henson
