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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
(AMENDMENT NO. 3)
Harte-Hanks, Inc.
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(Name of Issuer)
Common Stock, Par Value $1.00
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(Title of Class of Securities)
416196103
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(CUSIP Number)
David L. Copeland
Sipco, Inc.
273 Walnut Street
Abilene, Texas 79601
(915) 676-7724
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 5, 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(b)(3) or (4), check the following box [ ].
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.
(Continued on following pages)
(Page 1 of 6 pages)
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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 purposes 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. 416196 10 3 PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR IRS. IDENTIFICATION NO. OF ABOVE PERSON
DAVID L. COPELAND
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
NOT APPLICABLE
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
NOT APPLICABLE
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
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7 SOLE VOTING POWER
NUMBER OF
SHARES 455,912
BENEFICIALLY ----------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 7,379,684
PERSON ----------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
455,912
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10 SHARED DISPOSITIVE POWER
7,379,684
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,835,596
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12 CHECK BOX IF THAT AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.7%
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14 TYPE OF REPORTING PERSON
IN
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<PAGE> 3
ITEM 1. SECURITY AND ISSUER
The class of securities to which this statement relates is the common stock,
$1.00 par value (the "Common Stock") of Harte-Hanks, Inc., a Delaware
corporation (the "Issuer"), the principal executive offices of which are located
at 200 Concord Plaza Drive, Suite 800, San Antonio, Texas 78216.
ITEM 2. IDENTITY AND BACKGROUND
(a)-(c):
<TABLE>
<CAPTION>
Principal Business
Name Occupation Employer Address
---- ---------- -------- -------
<S> <C> <C> <C>
David L. Investment SIPCO, Inc. 273 Walnut Street
Copeland Abilene, Texas 79601
</TABLE>
(d) None.
(e) None.
(f) U.S.A.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Not Applicable.
ITEM 4. PURPOSE OF TRANSACTION
As of December 5, 2000, Mr. Copeland's holdings stem primarily from his
appointment as trustee for 29 trusts (3,673,034 shares of Common Stock), his
appointment as a director of a non-profit corporation (4,100,000 shares of
Common Stock) and as custodian (19,450 shares of Common Stock). As of such date,
Mr. Copeland held 43,112 shares for his own account.
Mr. Copeland has no plans or proposals which relate to or would result in the
occurrence of the events described in Items 4(a) - 4(j).
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Mr. Copeland beneficially owns 7,835,596 shares of Common
Stock, which represents 11.7% of the issued and outstanding
Common Stock. Mr. Copeland has a pecuniary interest in 43,112
shares of Common Stock, which represents less than one percent
of the issued and outstanding Common Stock.
(b) Mr. Copeland has sole voting and dispositive power with
respect to 455,912 shares of Common Stock and shared voting
and disposable power with respect to 7,379,684 shares of
Common Stock.
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(c) On December 5, 2000, the Andrew B. Shelton Revocable Trust, of
which Mr. Copeland is the sole trustee, distributed 6,827,696
shares of Common Stock to its beneficiaries, including the
transfer of 4,000,000 shares to the Shelton Family Foundation,
of which Mr. Copeland serves as one of six directors.
(d) With respect to 3,673,034 shares of Common Stock deemed to be
owned by Mr. Copeland because of his capacity as trustee, the
beneficiaries of 29 separate trusts have the right to receive
dividends or the proceeds of sale of such shares of Common
Stock. Mr. Copeland is also a director of the Shelton Family
Foundation, a non-profit corporation, which holds 4,100,000
shares. In addition, he is custodian for accounts that
together hold 19,450 shares. Mr. Copeland has no pecuniary
interest in any of the trusts.
(e) Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Mr. Copeland serves as sole trustee for the following trusts:
1. Ruby W. Shelton Marital Trust (250,000 shares)
2. John Robert Tucker Trust (31,750 shares)
3. Thomas A. Tucker Trust (45,700 shares)
4. Albert R. Tucker Trust (60,400 shares)
5. Kelli D. Bradley Trust (200 shares)
6. Brandi M. Andrade Trust (200 shares)
7. Marshall Pershing Durham, Jr. 1998 Trust (1,800 shares)
8. Elizabeth Brantley Davies 1998 Trust (1,800 shares)
9. Michael M. and Brenda Sue Tschaar 1998 Trust (1,500 shares)
Mr. Copeland serves as co-trustee with Larry D. Franklin on the
following trusts:
1. Andrew David Durham 1989 Trust (240,000 shares)
2. Wendy Hanks Durham 1989 Trust (240,000 shares)
3. Carol Christine Nichols 1989 Trust (240,000 shares)
Mr. Copeland serves as co-trustee with Ruby W. Shelton on the
following trusts:
1. Gary Southard Trust (30,000 shares)
2. Deborah Caudle Trust (40,000 shares)
3. Deana Rudolph Trust (40,000 shares)
Mr. Copeland serves as co-trustee with Elizabeth B. Davies on the
following trusts:
1. Scott Durham Davies 1998 Trust (2,350 shares)
2. Christopher Marshall Davies 1998 Trust (2,350 shares)
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Mr. Copeland serves as co-trustee with Marshall P. Durham, Jr. on the
following trusts:
1. Kimberly Z. Durham 1998 Trust (2,350 shares)
2. Tiffany Ann Durham 1998 Trust (2,350 shares)
3. Marshall Pershing Durham III 1998 Trust (2,350 shares)
Mr. Copeland serves as co-trustee with Wells Robert Mote on the
following trusts:
1. David Childers Mote 1998 Trust (1,650 shares)
2. Robert Oren Mote 1998 Trust (1,650 shares)
Mr. Copeland serves as co-trustee with Donald McDonald on the
following trust:
Anne C. McDonald 1998 Trust (2,350 shares)
Mr. Copeland serves as co-trustee with Gary G. Southard on the
following trust:
Genea Southard Harbuck 1998 Trust (650 shares)
Mr. Copeland serves as co-trustee with Larry D. Franklin and Sharon
Shelton Hoffman on the following trust:
Sharon Shelton Trust DTD 3/3/92 (900,000 shares)
Mr. Copeland serves as co-trustee with Larry D. Franklin and Sindy
Shelton Durham on the following trust:
Sindy Shelton Trust DTD 3/3/92 (900,000 shares)
Mr. Copeland serves as co-trustee with Larry D. Franklin, Sharon
Shelton Hoffman and Sindy Shelton Durham the following trusts:
1. Scottie Ann Shelton Trust DTD 3/3/92 (150,000 shares)
2. Shelton Family Trust DTD 3/3/92 (85,572 shares)
Mr. Copeland serves as co-trustee with Sharon Shelton Hoffman on the
following trust:
Sharon Shay Shelton Revocable Trust (396,062 shares)
Mr. Copeland serves as a director with Larry Franklin, Sharon
Hoffman, Sindy Durham, Ruby Shelton, and Stanley Wilson for
the following non-profit corporation:
Shelton Family Foundation (4,100,000 shares)
To the best knowledge of the undersigned, there are no other contracts,
arrangements, understandings or relationships (legal or otherwise) among the
persons named in Item 2 and between such persons and any person with respect to
any securities of the Issuer, including but not limited to transfer or voting of
any of the securities, finder's fees, joint ventures, loan or option agreement,
puts or calls, guarantees of profits, division of profits or loss, or the giving
or withholding of proxies.
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ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not Applicable.
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 as of December 15, 2000.
By: /s/ David L. Copeland
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David L. Copeland
