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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 5)*
HARTE-HANKS, INC.
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(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
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(Title of Class of Securities)
416196103
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(CUSIP Number)
*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 the
disclosures provided in a prior cover page.
The information required in 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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CUSIP NO. 416196103 13G PAGE 2 OF 4 PAGES
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Larry D. Franklin
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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 CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen
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5 SOLE VOTING POWER
2,471,699
NUMBER OF -----------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 6,855,572
EACH -----------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 2,471,699
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8 SHARED DISPOSITIVE POWER
6,855,572
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,327,271
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13.9%
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12 TYPE OF REPORTING PERSON*
IN
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Page 2 of 4 pages
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ITEM 1.
(a) Name of Issuer
Harte-Hanks, Inc.
(b) Address of Issuer's Principal Executive Offices
200 Concord Plaza Drive, Suite 800
San Antonio, Texas 78216
ITEM 2.
(a) Name of Person Filing
Larry D. Franklin
(b) Address of Principal Business Office or, if none, Residence
P.O. Box 269, San Antonio, Texas 78291-0269
(c) Citizenship
United States Citizen
(d) Title of Class of Securities
Common Stock, par value $1.00 per share
(e) CUSIP Number: 416196103
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(b), OR 13D-2(b),
CHECK WHETHER THE PERSON FILING IS A:
Not Applicable
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned:9,327,271
(b) Percent of Class: 13.9%
(c) Number of shares as to which such person has:
<TABLE>
<S> <C>
(i) sole power to vote or to direct the vote: 2,471,699
(ii) shared power to vote or to direct the vote: 6,855,572
(iii) sole power to dispose or to direct the disposition of: 2,471,699
(iv) shared power to dispose or to direct the disposition of: 6,855,572
</TABLE>
Page 3 of 4 pages
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ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
The reporting person has a pecuniary interest in 2,317,699 shares. The reporting
person is the sole trustee of two trusts owning an aggregate of 154,000 shares
for the benefit of his children. As trustee, the reporting person has the power
to direct the receipt of dividends from or the proceeds from the sale of such
shares pursuant to the relevant trust agreement. The beneficiary of each trust
has the right to receive dividends from or the proceeds from the sale of
securities held in accordance with the relevant trust agreement.
The beneficial ownership reflects 2,755,572 shares owned directly by seven
additional trusts. The reporting person serves as co-trustee with respect to
each of these trusts and he holds shared voting and dispositive power. The
reporting person has no pecuniary interest in these trusts.
The beneficial ownership also reflects 4,100,000 shares owned directly by a
non-profit corporation. The reporting person serves as one of six directors with
respect to this non-profit corporation and he holds shared voting and
dispositive power. The reporting person has no pecuniary interest in this
non-profit corporation.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purposes or effect.
SIGNATURE
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.
By: /s/ Larry D. Franklin
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Larry D. Franklin
Date: December 15, 2000
Page 4 of 4 pages
