SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934
NOONEY REALTY TRUST, INC.
(Name of Issuer)
Common Stock, $1.00 Par Value
(Title of Class of Securities)
655379105
(CUSIP Number)
Scott M. Herpich, Lathrop & Gage L.C., 2345 Grand Blvd., Suite 2800,
Kansas City, MO 64108, (816) 292-2000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
11/09/99
(Date of Event Which Requires Filing of This Statement)
If the reporting 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 5 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 the
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 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 Number 655379105
(1) Name of Reporting Person
John W. Alvey
(2) Check the Appropriate Box (a)________
if a Member of a Group* (b)________
(3) SEC Use Only
(4) Source of funds
PF**
(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
Number of shares (7) Sole Voting Power
beneficially owned 18,000
by each reporting
person with: (8) Shared Voting Power
37,881
(9) Sole Dispositive Power
18,000
(10) Shared Dispositive Power
37,881
(11) Aggregate Amount Beneficially Owned By Each Reporting Person
55,881
(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
6.44%
(14) Type of Reporting Person*
IN
* See Instructions before Filling Out!
** A portion of the funds was obtained by (i) by purchasing on a margin account
and (ii) by a loan from NKC Associates, L.L.C.
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Item 1. Security and Issuer.
This Schedule 13D relates to the common stock, par value $1.00 per
share (the "Securities"), of Nooney Realty Trust, Inc., a Missouri corporation
("Nooney"), whose principal executive offices are located at 1100 Main, Suite
2100, Kansas City, Missouri 64105.
Item 2. Identity and Background.
This report is filed by John W. Alvey ("Mr. Alvey"). Mr. Alvey is a
citizen of the United States whose business address is at 1100 Main, Suite 2100,
Kansas City, Missouri 64105. Mr. Alvey is the President and a director of
KelCor, Inc. ("KelCor"). KelCor is a Missouri corporation with a principal
business address of 1100 Main, Suite 2100, Kansas City, Missouri 64105, whose
principal business is participating in the acquisition and ownership of
commercial and multi-family residential real estate. Mr. Alvey is also Executive
Vice President and Chief Financial Officer of Maxus Properties, Inc. ("Maxus"),
a Missouri corporation located at 1100 Main, Suite 2100, Kansas City, Missouri
64105. Maxus specializes in commercial property management. Mr. Alvey is
responsible for the day-to-day accounting functions, risk management and taxes
for Maxus and its managed properties.
During the past five years, Mr. Alvey has not been (i) convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors), or
(ii) a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction as a result of which he or she was or is 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.
Item 3. Source and Amount of Funds or Other Consideration.
The total amount of funds used by NKC Associates, L.L.C., a Missouri
limited liability company ("NKC"), to acquire the 37,881 shares of the
Securities reported in Item 5(c) was $378,810. The funds were obtained pursuant
to a demand loan by Bond Purchase, L.L.C., a Missouri limited liability company
("Bond Purchase"). The demand loan is secured by the 37,881 shares of Securities
acquired by NKC, with interest accruing on the unpaid balance at a rate of 8%
per annum.
The other 18,000 shares of the Securities held by Mr. Alvey were
purchased through a broker on a margin account. As of the date of this filing,
the amount of indebtedness with respect to this margin account was approximately
$71,215. Mr. Alvey obtained substantially all of the remaining funds to purchase
these 18,000 shares through loans from David L. Johnson and his affiliates.
These loans are unsecured.
Item 4. Purpose of Transaction.
Mr. Alvey acquired the shares in connection with a settlement agreement
entered into between Nooney and Mr. Alvey, among others, in which Mr. Alvey and
others gained control of Nooney. Pursuant to the settlement agreement, Mr. Alvey
has been elected Vice President of Nooney and is expected to be appointed as a
director of Nooney.
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Item 5. Interest in the Securities of Issuer.
(a) The aggregate number and percentage of the Securities to which
this Schedule 13D relates is 55,881 shares, representing 6.44% of the 866,624
outstanding shares. Mr. Alvey is the direct beneficial owner of 18,000 shares of
the Securities and the indirect beneficial owner of 37,881 shares of the
Securities, which represent approximately 6.44% of the outstanding shares. The
37,881 shares are held by NKC, which Mr. Alvey is a 22.5% equity holder.
(b) Mr. Alvey has the direct power to vote and direct the disposition
of 18,000 shares held by him, and the indirect power to vote and direct the
disposition of the 37, 881 shares held by NKC.
(c) During the past sixty (60) days, the following purchase was made by
NKC pursuant to the settlement agreement referenced in Item 4 above:
Purchase Price
Securities Purchased Date (including commissions)
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37,881 11-09-99 $10.00
(d) No other person is known to have the right to receive or the power
to direct receipt of dividends from, or the proceeds from the sale of, the
Securities other than the Reporting Persons identified herein.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understanding or Relationships with Respect
to Securities of the Issuer.
Mr. Alvey does not have any contract, arrangement, understanding or
relationship (legal or otherwise) with any person with respect to the
Securities, including, but not limited to, transfer or voting of any such
Securities, finder's fees, joint ventures, loans or option arrangements, puts or
calls, guarantees of profits, division of profits or losses, or the giving or
withholding of proxies. 37,881 shares of the Securities have been pledged by NKC
to Bond Purchase. In the event that NKC defaulted on the demand loan, Bond
Purchase could acquire beneficial ownership of and voting control over such
shares.
Item 7. Exhibits.
None.
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SIGNATURES
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/ John W. Alvey Date: November 19, 1999
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John W. Alvey
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