SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Thomas Nelson, Inc.
(Name of Issuer)
Class B Common Stock
(Title of Class of Securities)
640376208
(CUSIP Number)
Joe L. Powers
501 Nelson Place, Nashville, TN 37214-1000
(615) 889-9000
(Name, Address and Telephone Number of Person
Authorized to Receive Notice and Communications)
June 2, 2000
(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 that is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
13d-1(f) or 13d-1(g), check the following box .
*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).
CUSIP NO. 640376208 13D Page 2 of 5
NAME OF REPORTING PERSON
1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joe L. Powers
SSN ####-##-####
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2
Not applicable (a) [ ]
(b) [ ]
SEC USE ONLY
3
SOURCE OF FUNDS
4
00/NA
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
5 [ ]
CITIZENSHIP OR PLACE OF ORGANIZATION
6
United States of America
SOLE VOTING POWER
7 83,448 shares of Class B Common Stock
NUMBER OF
SHARES SHARED VOTING POWER
BENEFICIALLY 8 0
OWNED BY
EACH
REPORTING SOLE DISPOSITIVE POWER
PERSON 9 83,448 shares of Class B Common Stock
WITH
SHARED DISPOSITIVE POWER
10 0
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 83,448 shares of Class B Common Stock, consisting of
58,448 shares of Class B Common Stock held directly and
options to purchase 25,000 shares of either Common Stock or
Class B Common Stock (right to acquire) that are vested
or will vest within 60 days of the date hereof.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
12 N/A [ ]
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13 7.5% Class B Common Stock
TYPE OF REPORTING PERSON
14 Individual
Date: 6/30/2000 Page 3 of 5
Item 1. Security and Issuer.
This Schedule 13D relates to the Class B Common Stock, par
value $1.00 per share (the "Class B Common Stock"), of Thomas
Nelson, Inc., a Tennessee corporation (the "Issuer"). The
principal executive offices of the Issuer are located at 501
Nelson Place, Nashville, Tennessee 37214-1000.
Item 2. Identity and Background.
(a) Joe L. Powers.
(b) 501 Nelson Place, Nashville, Tennessee 37214-1000
(c) Executive Vice President and Secretary, Thomas Nelson, Inc.,
501 Nelson Place, Nashville, Tennessee 37214-1000.
(d) N/A
(e) N/A
(f) United States.
Item 3. Source and Amount of Funds or Other Consideration.
This Schedule 13D is filed to reflect Mr. Powers' beneficial
ownership of Class B Common Stock of the Issuer, including
beneficial ownership resulting from the vesting of certain stock
options issued pursuant to the Issuer's 1992 Employee Stock
Incentive Plan. These option grants were awarded by the
Compensation Committee of the Board of Directors of the Issuer
pursuant to the Issuer's 1992 Employee Stock Incentive Plan as
long-term incentive compensation as set forth in the Issuer's
Proxy Statement dated July 7, 1999 for its Annual Meeting of
Shareholders.
Item 4. Purpose of Transaction.
Mr. Powers holds shares of Class B Common Stock described
herein for investment purposes and has no present plans or
proposals that would result in or relate to any of the transactions
described in subparagraph (a) through (j) of Item 4
of Schedule 13D.
The transactions reflect a reduction in the number of shares
beneficially owned by the cancellation of 65,000 Class B options without
exercise on May 24, 2000 and the conversion of 2,251 Class B shares
held in the Thomas Nelson Employee Stock Ownership Plan into Common shares
on June 2, 2000.
Item 5. Interests in Securities of the Issuer.
(a) Mr. Powers beneficially owns 7.5% dispositive power) of the
Class B Common Stock of the Issuer, or 83,448 shares of Class B Common
Stock, consisting of 58,448 shares of Class B Common Stock held directly
and options to purchase 25,000 shares of either Common Stock or Class B
Common Stock (right to acquire) that are vested or will vest within 60
days of the date hereof.
(b) Mr. Powers beneficially owns the following number of shares
with:
Class B Common Stock:
Sole Voting Power: 83,448 shares of Class B Common Stock
Shared Voting Power: 0
Sole Dispositive Power: 83,448 shares of Class B Common Stock
Shared Dispositive Power: 0 shares of Class B Common Stock
(c) N/A
(d) N/A
(e) N/A
Item 6. Contracts, Arrangements, Understandings, or
Relationships with Respect to Securities of the Issuer.
Mr. Powers' beneficial ownership of the Issuer's Class B
Common Stock includes the right to acquire 25,000 shares of
Common Stock or Class B Common Stock upon the exercise of options
granted under the Issuer's 1992 Employee Stock Incentive Plan.
Item 7. Material to be filed as Exhibits.
N/A
Date: 6/30/2000 Page 5 of 5
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/ Joe L. Powers
----------------------
Joe L. Powers
Dated: June 30, 2000
