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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 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)
February 14, 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 4 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
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CUSIP NO. 416196 10 3 PAGE 2 OF 4 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR IRS. IDENTIFICATION NO. OF ABOVE PERSON
ANDREW B. SHELTON REVOCABLE TRUST
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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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NUMBER OF 7 SOLE VOTING POWER
SHARES 6,857,696
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH NONE
REPORTING --------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 6,857,696
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10 SHARED DISPOSITIVE POWER
NONE
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,857,696
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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)
10.0%
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14 TYPE OF REPORTING PERSON
OO
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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), (f) The Andrew B. Shelton Revocable Trust (the "Trust") is an
intervivos trust that was established under the laws of the
State of Texas for the benefit of certain family members of
Andrew B. Shelton and such other persons in accordance with
the terms of Trust. The initial Trustee and Settlor with full
power of revocation and substitution was Andrew B. Shelton.
Upon the death of Mr. Shelton on January 16, 1997, the Trust
became irrevocable. The successor trustee is: David L.
Copeland, a United States citizen, whose principal occupation
is President of Sipco, Inc., and whose business address is 273
Walnut Street, Abilene, Texas 79601.
(d)-(e) Neither the Trust nor David L. Copeland has, during the last
five years, been (i) convicted in a criminal proceeding or
(ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of
which such person was subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities
law or finding any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Not Applicable. During Mr. Shelton's life, he reported the shares held by the
Trust in his individual capacity. Upon his death the Trust is irrevocable and
the shares are now being reported as beneficially owned by the Trust and David
L. Copeland by virtue of his appointment as successor trustee.
ITEM 4. PURPOSE OF TRANSACTION
(a) Not applicable.
Neither the Trust nor Mr. Copeland as trustee has any present plans or proposals
which relate to or would result in the occurrence of the events described in
Items 4(b) - 4(j).
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Trust beneficially owns 6,857,696 shares of the Common
Stock, which represents approximately 10.02% of the
outstanding Issuer Common Stock.
(b) Mr. Copeland as Trustee exercises sole voting and dispositive
power with respect to the trust shares of the Issuer Common
Stock; provided that the dispositive power is exercised in
accordance with the terms of the Trust.
(c) None.
(d) None.
(e) Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
David L. Copeland serves as successor trustee of the Andrew B. Shelton Revocable
Trust.
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.
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 February 14, 2000. Andrew B. Shelton Revocable Trust
By: /s/ David L. Copeland
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David L. Copeland
as Trustee
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