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SCHEDULE 13G
(RULE 13d-102)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c)
and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
ROCKFORD CORPORATION
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
77316P101
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(CUSIP Number)
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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. 77316P101 13G PAGE 2 OF 4 PAGES
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1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(Entities Only)
Dain Rauscher Corporation 41-1228350
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2 Check the Appropriate Box if a Member of a Group (a) [ ]
(See Instructions) (b) [ ]
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3 SEC Use Only
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4 Citizenship or Place of Organization
Minneapolis, Minnesota
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Number of
5 Sole Voting Power
Shares 329,539
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Beneficially 6 Shared Voting Power
Owned by -----------------------------------------------------
7 Sole Dispositive Power
Each 329,539
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Reporting 8 Shared Dispositive Power
Person With
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9 Aggregate Amount Beneficially Owned by Each Reporting Person
329,539
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10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
(See Instructions)
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11 Percent of Class Represented by Amount in Row (9)
4.42%
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12 Type of Reporting Person (See Instructions)
HC
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Item 1a) Name of issuer:
Rockford Corporation
Item 1b) Address of issuer's principal executive offices:
546 South Rockford Drive
Tempe, Arizona 85281
Item 2a) Name of person filing:
Dain Rauscher Corporation
Item 2b) Address of principal business office:
60 South Sixth Street
Minneapolis, Minnesota 55402
Item 2c) Citizenship:
Minnesota Corporation
Item 2d) Title of class of securities:
Common Stock
Item 2e) CUSIP number:
77316P101
Item 3) If this statement is filed pursuant to Rule 13d-1 (b), or 13d-2 (b),
check whether the person is filing is a:
(a) [ ] Broker or dealer under Section 15 of the Act.
(b) [ ] Bank as defined in Section 3(a) (6) of the Act.
(c) [ ] Insurance Company as defined in Section 3 (a) (19) of the Act.
(d) [ ] Investment Company registered under Section 8 of the Investment
Company Act.
(e) [ ] Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940.
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to ERISA of
1974 or Endowment Fund; see 240.13d-1(b) (ii) (F).
(g) [X] Parent holding company, in accordance with 240.13d-1(b) (ii) (G).
(h) [ ] Group, in accordance with 240.13d-1 (b) (ii) (H).
Item 4) Ownership:
(a) Amount beneficially owned:
329,539
(b) Percent of Class:
4.42%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
329,539
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(ii) shared power to vote or to direct the vote:
0
(iii) sole power to dispose or to direct the disposition of:
329,539
(iv) shared power to dispose or to direct the disposition of:
0
Item 5) Ownership of Five Percent or less of a class:
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following [X].
Item 6) Ownership of more than Five Percent on behalf of another person:
n/a
Item 7) Identification and classification of the subsidiary which acquired
the security being reported on by the parent holding company:
Dain Rauscher Incorporated, a wholly-owned subsidiary of Dain
Rauscher Corporation, and a broker-dealer registered under
Section 15 of the Act.
Item 8) Identification and classification of members of the group:
n/a
Item 9) Notice of dissolution of group:
n/a
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.
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.
September 5, 2000
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Date
Signature
Daniel J. Collins, Senior Vice President, Dain Rauscher Corporation
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Name/Title
