UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
INTERNATIONAL DAIRY QUEEN
(Name of Issuer)
CLASS B COMMON STOCK
(Title of Class Securities)
45-9373-30-4
(CUSIP Number)
JOHN W. MOOTY, 3400 CITY CENTER, 33 SOUTH SIXTH STREET, MPLS., MN 55402
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 31, 1996
(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 [ X ].
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent (5%) of the class of
securities described in Item I and (2) has filed no amendment subsequent thereto
reporting financial ownership of five percent (5%) or less of such class.) (See
Rule 13d-7.)
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.
*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 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).
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Rudy Luther Revocable Trust under Agreement dated July 12, 1996, Rudy
Luther, Rudy Dan Luther and Charles David Luther Trustees
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 1,631,850
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY
EACH
REPORTING 9 Sole Dispositive Power
PERSON 1,631,850
WITH
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
1,631,850
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
19.8%
14 Type of Reporting Person
OO (Trust)
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Rudy Luther
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY 1,631,850 (1)
EACH
REPORTING 9 Sole Dispositive Power
PERSON
WITH
10 Shared Dispositive Power
1,631,850 (1)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
1,631,850 (1)
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
19.8%
14 Type of Reporting Person
IN
(1) Mr. Luther is a trustee of the Rudy Luther Revocable Trust under Agreement
dated July 12, 1996. The Trust owns these shares.
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Luther Family Limited Partnership
I.D. #41-1849276
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 550,000
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY
EACH
REPORTING 9 Sole Dispositive Power
PERSON 550,000
WITH
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
550,000
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
6.7%
14 Type of Reporting Person
PN
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Charles David Luther
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 20,000
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY 1,631,850 (1)
EACH 550,000 (2)
REPORTING
PERSON 9 Sole Dispositive Power
WITH 20,000
10 Shared Dispositive Power
1,631,850 (1)
550,000 (2)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
2,201,850
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
26.7%
14 Type of Reporting Person
IN
(1) Reporting person is a trustee of the Rudy Luther Revocable Trust under
Agreement dated July 12, 1996. The Trust owns these shares.
(2) Reporting person is principal of sole general partner of Luther Family
Limited Partnership, the owner of these shares.
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
R. Dan Luther
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 40,581
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY 1,631,850 (1)
EACH 550,000 (2)
REPORTING
PERSON 9 Sole Dispositive Power
WITH 40,581
10 Shared Dispositive Power
1,631,850 (1)
550,000 (2)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
2,222,431 (1)(2)
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
26.9%
14 Type of Reporting Person
IN
(1) Reporting person is a trustee of the Rudy Luther Revocable Trust under
Agreement dated July 12, 1996. The Trust owns these shares.
(2) Reporting person is principal of sole general partner of Luther Family
Limited Partnership, the owner of these shares.
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Michael P. Sullivan
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY 550,000 (1)
EACH
REPORTING 9 Sole Dispositive Power
PERSON
WITH
10 Shared Dispositive Power
550,000 (1)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
550,000 (1)
12 Check Box if the Aggregate Amount in Row (11)
[X] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
6.7%
14 Type of Reporting Person
IN
(1) Reporting person is principal of sole general partner of Luther Family
Limited Partnership, the owner of these shares.
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
John W. Mooty
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 824,049
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY
EACH
REPORTING 9 Sole Dispositive Power
PERSON 824,049
WITH
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
824,049
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
10.0%
14 Type of Reporting Person
IN
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Jane N. Mooty
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 575,882
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY
EACH
REPORTING 9 Sole Dispositive Power
PERSON 575,882
WITH
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
575,882
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
7.0%
14 Type of Reporting Person
IN
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Barbara L. Glaser
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 162,668
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY
EACH
REPORTING 9 Sole Dispositive Power
PERSON 162,668
WITH
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
162,668
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
2.0%
14 Type of Reporting Person
IN
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Kenneth C. Glaser
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 171,972
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY
EACH
REPORTING 9 Sole Dispositive Power
PERSON 171,972
WITH
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
171,972
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
2.1%
14 Type of Reporting Person
IN
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
David N. Mooty
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 193,602 (1)
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY 104,106 (2)
EACH
REPORTING 9 Sole Dispositive Power
PERSON 193,602 (1)
WITH
10 Shared Dispositive Power
104,106 (2)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
300,809 (1)(2)
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
3.6%
14 Type of Reporting Person
IN
(1) Includes 51,100 shares held as trustee for nieces and nephews.
(2) Represents shares held as co-trustee for nieces and nephews.
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Bruce W. Mooty
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 219,153
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY 130,707 (1)
EACH
REPORTING 9 Sole Dispositive Power
PERSON 219,153
WITH
10 Shared Dispositive Power
130,707 (1)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
352,961 (1)
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
4.3%
14 Type of Reporting Person
IN
(1) Represents shares held as co-trustee for nieces and nephews.
CUSIP No. 45-9373-30-4
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Charles W. Mooty
S.S. ####-##-####
2 Check the Appropriate Box if Member of a Group
(a) [X]
(b) [ ]
3 SEC Use Only
4 Source of Funds
Not applicable.
5 Check Box if Disclosure of Legal Proceedings is
[ ] Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
NUMBER OF 195,701
SHARES
BENEFICIALLY 8 Shared Voting Power
OWNED BY 158,207 (1)
EACH
REPORTING 9 Sole Dispositive Power
PERSON 195,701
WITH
10 Shared Dispositive Power
158,207 (1)
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
357,009 (1)
12 Check Box if the Aggregate Amount in Row (11)
[ ] Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
4.3%
14 Type of Reporting Person
IN
(1) Represents shares held as co-trustee for nieces and nephews.
Item 1. Security and Issuer.
This statement relates to the Class B Common Stock of International
Dairy Queen, Inc. (the "Company") whose principal address is 7505 Metro
Boulevard, Minneapolis, Minnesota 55439.
Item 2. Identity and Background.
(a), (b) and (c) The name, residence or business address and
principal occupation for each of the persons for whom this report is
filed is as follows:
<TABLE>
<CAPTION>
<S> <C>
Rudy Luther Revocable Trust U/A Dated 5353 Wayzata Boulevard
July 12, 1996, Rudy Luther, Rudy Dan Minneapolis, MN 55416
Luther, and Charles David Luther,
Trustees
Rudy Luther 5353 Wayzata Boulevard
Principal, Motors Management Corp. Minneapolis, MN 55416
Luther Family Limited Partnership 5353 Wayzata Boulevard
Minneapolis, MN 55416
Charles David Luther 5353 Wayzata Boulevard
Principal, Motors Management Corp. Minneapolis, MN 55416
R. Dan Luther 5353 Wayzata Boulevard
Principal, Motors Management Corp. Minneapolis, MN 55416
Michael P. Sullivan 7505 Metro Boulevard
President--International Dairy Minneapolis, MN 55439
Queen, Inc.
John W. Mooty, Individually and as 3400 City Center
Trustee 33 South Sixth Street
Attorney, Gray, Plant, Mooty, Mooty Minneapolis, MN 55402
& Bennett, P.A.
Jane N. Mooty 6601 Dovre Drive
Private Investor Edina, MN 55436
Barbara L. Glaser 110 Spring Street
Director, Saratoga Institute Saratoga Springs, NY 12866
Kenneth C. Glaser 7305 Claredon Drive
President, Izatys Development Corp. Edina, MN 55435
David N. Mooty, Individually and as 3400 City Center
Trustee 33 South Sixth Street
President, Continental Golf Corp. Minneapolis, MN 55402
Bruce W. Mooty, Individually and as 3400 City Center
Trustee 33 South Sixth Street
Attorney, Gray, Plant, Mooty, Mooty Minneapolis, MN 55402
& Bennett, P.A.
Charles W. Mooty, Individually and as 7505 Metro Boulevard
Trustee Minneapolis, MN 55439
Vice President--International Dairy
Queen, Inc.
</TABLE>
(d) None of the foregoing persons has been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) None of the foregoing persons have, during the last five
years, been a party to a civil proceeding to a judicial or
administrative body of competent jurisdiction which resulted in such
person being subject to a judgment, 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.
(f) All of such persons are citizens of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable.
Item 4. Purpose of Transaction.
The transactions reported are the transfer by Rudy Luther of shares to
the Rudy Luther Revocable Trust U/A Dated July 12, 1996, Rudy Luther, Rudy Dan
Luther and Charles David Luther trustees and the assumption by The Luther Family
Limited Partnership of the obligations of Michael P. Sullivan as trustee Rudy
Luther Trust U/A Dated December 20, 1976 f/b/o R. Dan Luther and the Rudy Luther
Trust U/A Dated December 20, 1976 f/b/o Charles David Luther under an agreement
dated March 9, 1994 whereby members of the families of John W. and Jane N. Mooty
have granted certain rights to acquire their shares of the Class B Common Stock
to the members of the Luther family and members of the Luther family have
granted certain rights to acquire their shares of Class B Common Stock to
members of the John W. and Jane N. Mooty families. The purpose of the agreement
was to permit these families to maintain their current aggregate ownership of
the Class B Common Stock in the future should any of the members of such
families desire to sell their shares to persons other than family members. The
agreement enables those desiring to acquire any shares of Class B Common Stock
to be sold by exchanging for the Class B shares a similar number of their shares
of the Company's Class A Common Stock.
Item 5. Interest in Securities of the Issuer.
The following table sets forth the number of shares of the Class A and
Class B Common Stock of the Company which each of the named persons owns. Except
as indicated, all persons have sole voting and investment power with respect to
all shares of stock shown as beneficially owned by them.
<TABLE>
<CAPTION>
Class A Common Stock Class B Common Stock
-------------------- --------------------
Amount Amount
(Shares) Percent (Shares) Percent
Beneficially of Beneficially of
Owned Class Owned Class
------------ ------- ------------ -------
<S> <C> <C> <C> <C>
Rudy Luther, Rudy Dan Luther and Charles 1,548,934 11.2% 1,631,850 19.8%
David Luther as trustees of the Rudy Luther
Revocable Trust U/A dated July 12, 1996
Rudy Luther 1,548,934 (1) 11.2% 1,631,850 (2) 19.8%
Luther Family Limited Partnership None - 550,000 6.7%
Charles David Luther 1,599,642 (1)(3) 11.5% 2,201,850 (2)(4) 26.7%
R. Dan Luther 1,599,334 (1)(3) 11.5% 2,222,431 (2)(4) 26.9%
Michael P. Sullivan 100,800 (5) 0.9% 550,000 (4)(5) 7.1%
John W. Mooty 550,849 4.0% 824,049 10.0%
Jane N. Mooty 49,043 0.4% 575,882 7.0%
Barbara L. Glaser 29,305 .2% 162,668 2.0%
Kenneth C. Glaser 285 (6) - 171,972 (6) 2.1%
David N. Mooty 79,583 (7) 0.6% 300,809 (7) 3.6%
Bruce W. Mooty 107,931 (8) 0.8% 352,961 (8) 4.3%
Charles W. Mooty 175,229 (9) 1.3% 357,009 (9) 4.3%
</TABLE>
- ----------------
(1) Includes 1,548,934 shares held by revocable trust.
(2) Includes 1,631,850 shares held by revocable trust.
(3) Includes 50,400 shares of Class A Common Stock owned by a trust for the
grandchildren of Rudy Luther, of which trust Mr. Luther is a trustee.
(4) Includes 550,000 shares of Class B common stock owned by Luther Family
Limited Partnership. Reporting person is a principal of the sole general
partner of the limited partnership.
(5) Includes 100,800 shares of Class A Common Stock owned by a trust for the
grandchildren of Rudy Luther. Does not include 270 shares of Class A
owned by reporting person's minor children, 12,339 of Class A and 24,700
shares of Class B held by reporting person as trustee, 10,120 shares of
Class B owned by reporting person, 9,927 shares of Class A and 5,000
shares of Class B owned by reporting person's spouse, and options granted
by the Company to acquire 92,600 shares of Class A common stock. None of
the excluded shares are subject to the Luther-Mooty Agreement.
(6) Does not include shares held in trust by David N. Mooty for reporting
person's minor children.
(7) Includes an aggregate of 48,043 shares of Class A Common Stock and
158,307 shares of Class B Common Stock owned by such person's spouse, or
such person as trustee for nieces/nephews. Does not include shares held
in trust by Bruce W. and Charles W. Mooty for reporting person's minor
children.
(8) Includes an aggregate of 82,513 shares of Class A Common Stock and
133,808 shares of Class B Common Stock owned by such person's spouse, or
such person as trustee for nieces/nephews. Does not include shares held
in trust by David N. and Charles W. Mooty for reporting person's minor
children.
(9) Includes an aggregate of 91,115 shares of Class A Common Stock and
161,308 shares of Class B Common Stock owned by such person's spouse, or
such person as trustee for nieces/nephews. Also includes options granted
by the Company representing the right to acquire an aggregate of 38,175
shares of Class A Common Stock. Does not include shares held in trust by
Bruce W. and David N. Mooty for reporting person's minor children.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Each of the named persons is a party to the agreement described above in
Item 4. This agreement was filed as an exhibit to the original schedule which
this is an amendment and reference is made to that exhibit for further
information regarding the terms of the agreement. The assumption agreement is
filed as an exhibit to this amendment and reference is made to that exhibit for
further information regarding the terms of the assumption.
Item 7. Material to be Filed as Exhibits.
(1) Assumption dated December 31, 1996 relating to the Agreement
dated March 9, 1994 relating to the sale of Class B Common Stock
of International Dairy Queen, Inc. among members of the families
of John W. and Jane N. Mooty and the members of the family of
Rudy Luther.
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that each person whose signature appears
below hereby constitutes and appoints John W. Mooty and Bruce W. Mooty, and each
of them, his/her true and lawful attorneys-in-fact and agents, with full power
of substitution and resubstitution for him/her and in his/her name, place, and
stead, in any and all capacities, to sign any and all amendments to this
Schedule 13D and to file the same, with all exhibits thereto, and other
documents in connection therewith, with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and agents, and each of them, full powers
and authority to do and perform each and every act and thing requisite or
necessary to be done in and about the premises, as fully to all intents and
purposes as he/she might or could do in person, hereby ratifying and confirming
all that said attorneys-in-fact and agents or their or his/her substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
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.
/s/ Rudy P. Luther January 9, 1997
- --------------------------------------
Rudy Luther, Trustee of the Rudy
Luther Trust Revocable U/A dated
July 12, 1997
/s/ Rudy Luther January 9, 1997
- --------------------------------------
Rudy Luther
Luther Family Limited Partnership
By Luther Family Holdings Limited January 9, 1997
its general partner,
By /s/ Charles David Luther
- --------------------------------------
Charles David Luther, its President
/s/ Charles David Luther January 9, 1997
- --------------------------------------
Charles David Luther
/s/ R. Dan Luther January 9, 1997
- --------------------------------------
R. Dan Luther
/s/ Michael P. Sullivan January 9, 1997
- --------------------------------------
Michael P. Sullivan,
/s/ John W. Mooty January 9, 1997
- --------------------------------------
John W. Mooty
/s/ Jane N. Mooty January 9, 1997
- --------------------------------------
Jane N. Mooty
/s/ Barbara L. Glaser January 9, 1997
- --------------------------------------
Barbara L. Glaser
/s/ Kenneth C. Glaser January 9, 1997
- --------------------------------------
Kenneth C. Glaser
/s/ David N. Mooty January 9, 1997
- --------------------------------------
David N. Mooty
/s/ Bruce W. Mooty January 9, 1997
- --------------------------------------
Bruce W. Mooty
/s/ Charles W. Mooty January 9, 1997
- --------------------------------------
Charles W. Mooty
EXHIBIT TO SCHEDULE 13d
ASSUMPTION AGREEMENT
WHEREAS, the members of the family of Rudy Luther and the members of
the family of John W. and Jane N. Mooty entered into an agreement dated March 9,
1994, (the "Agreement") providing that no member of either family would transfer
any share of Class B Common Stock of International Dairy Queen, Inc., except to
a family member who agreed to be bound by the terms of the Agreement unless such
shares shall have been first offered to the other family; and
WHEREAS, two of the parties to said Agreement, namely, Michael P.
Sullivan, Trustee of the Rudy Luther Trust U/A dated December 20, 1976 f/b/o R.
Dan Luther and Michael P. Sullivan, Trustee of the Rudy Luther Trust U/A dated
December 20, 1976 f/b/o Charles David Luther are each desirous of transferring
to the Luther Family Limited Partnership 275,000 shares of the stock that are
subject to the Agreement; and
WHEREAS, it is the desire of the transferors and the transferee that
the transfers will not require any offering of the shares to the family of John
W. and Jane N. Mooty.
NOW, THEREFORE, the Luther Family Limited Partnership hereby agrees to
be bound by the terms of the March 9, 1994 Agreement in all respects to the same
extent that the transferors were bound by the terms of that Agreement.
LUTHER FAMILY LIMITED PARTNERSHIP
By: Luther Family Holdings Limited, General
Partner of Luther Family Limited Partnership
By: /s/ C. David Luther
----------------------------------------
C. David Luther, President
