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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or
Section 30(f) of the Investment Company Act of 1940
[_] Check box if no longer subject of Section 16. Form 4 or Form 5 obligations
may continue. See Instruction 1(b).
________________________________________________________________________________
1. Name and Address of Reporting Person*
Orient Star Holdings LLC ("Orient Star")
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(Last) (First) (Middle)
1000 Louisiana Street
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(Street)
Houston, TX 77002
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(City) (State) (Zip)
________________________________________________________________________________
2. Issuer Name and Ticker or Trading Symbol
Saks Incorporated (SKS)
________________________________________________________________________________
3. IRS Identification Number of Reporting Person, if an Entity (Voluntary)
________________________________________________________________________________
4. Statement for Month/Year
September/2000
________________________________________________________________________________
5. If Amendment, Date of Original (Month/Year)
________________________________________________________________________________
6. Relationship of Reporting Person to Issuer
(Check all applicable)
[_] Director [X] 10% Owner
[_] Officer (give title below) [_] Other (specify below)
________________________________________________________________________________
7. Individual or Joint/Group Filing (Check applicable line)
[_] Form filed by one Reporting Person
[X] Form filed by more than one Reporting Person
________________________________________________________________________________
================================================================================
Table I -- Non-Derivative Securities Acquired, Disposed of,
or Beneficially Owned
================================================================================
<TABLE>
6.
4. 5. Owner-
Securities Acquired (A) or Amount of ship
3. Disposed of (D) Securities Form: 7.
Transaction (Instr. 3, 4 and 5) Beneficially Direct Nature of
2. Code ------------------------------- Owned at End (D) or Indirect
1. Transaction (Instr. 8) (A) of Month Indirect Beneficial
Title of Security Date ------------ Amount or Price (Instr. 3 (I) Ownership
(Instr. 3) (mm/dd/yy) Code V (D) and 4) (Instr.4) (Instr. 4)
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Common Stock, par value $0.10 per 9/25/2000 P 269,700 A 8.9006 15,950,000 D
share ("Saks Shares")
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Saks Shares 9/26/2000 P 230,300 A 9.0238 15,950,000 D
------------------------------------------------------------------------------------------------------------------------------------
Saks Shares 9/27/2000 P 100,000 A 9.1000 15,950,000 D
------------------------------------------------------------------------------------------------------------------------------------
Saks Shares 9/28/2000 P 100,000 A 9.2400 15,950,000 D
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Saks Shares 9/29/2000 P 100,000 A 9.1250 15,950,000 D
====================================================================================================================================
</TABLE>
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
* If the Form is filed by more than one Reporting Person, see Instruction
4(b)(v).
<PAGE>
FORM 4 (continued)
Table II -- Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
================================================================================
<TABLE>
10.
9. Owner-
Number ship
of Form
2. Deriv- of
Conver- 5. 7. ative Deriv- 11.
sion Number of Title and Amount Secur- ative Nature
or Derivative 6. of Underlying 8. ities Secur- of
Exer- 4. Securities Date Securities Price Bene- ity: In-
cise 3. Trans- Acquired (A) Exercisable and (Instr. 3 and 4) of ficially Direct direct
Price Trans- action or Disposed Expiration Date ---------------- Deriv- Owned (D) or Bene-
1. of action Code of(D) (Month/Day/Year) Amount ative at End In- ficial
Title of Deriv- Date (Instr. (Instr. 3, ---------------- or Secur- of direct Owner-
Derivative ative (Month/ 8) 4 and 5) Date Expira- Number ity Month (I) ship
Security Secur- Day/ ------ ------------ Exer- tion of (Instr. (Instr. (Instr. (Instr.
(Instr. 3) ity Year) Code V (A) (D) cisable Date Title Shares 5) 4) 4) 4)
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<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
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====================================================================================================================================
</TABLE>
Explanation of Responses: See attached Exhibit to Form 4, which is hereby
incorporated herein by reference.
** Intentional misstatements or omissions of facts constitute Federal
Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this form, one of which must be manually signed.
If space is insufficient, see Instruction 6 for procedure.
<PAGE>
Exhibit to Form 4
-----------------
Name and Address of Additional Reporting Persons:
Inmobiliaria Carso, S.A. de C.V. ("Inmobiliaria") with the following address:
Insurgentes Sur #3500, PB-4
Pena Pobre, 14000
Mexico, D.F., Mexico
Mr. Carlos Slim Helu, Mr. Carlos Slim Domit, Mr. Marco Antonio Slim Domit, Mr.
Patrick Slim Domit, Ms. Maria Soumaya Slim Domit, Ms. Vanessa Paola Slim Domit
and Ms. Johanna Monique Slim Domit (collectively, the "Slim Family") and each
with the following address:
Paseo de Las Palmas #736
Colonia Lomas de Chapultepec, 11000
Mexico, D.F., Mexico
Explanation of Responses:
During the month of September, Inmobiliaria did not effect any transactions
subject to Section 16 of the U.S. Securities Act, as amended (the "Exchange
Act"). As of September 30, 2000, Inmobiliaria had indirect beneficial ownership
of the 15,950,000 Saks Shares directly owned by its wholly-owned subsidiary,
Orient Star.
During the month of September, the Slim Family did not effect any transactions
subject to the Exchange Act. The Slim Family beneficially owns all of the
outstanding voting and equity securities of Inmobiliaria, and therefore each
member of the Slim Family may be deemed to have indirect beneficial ownership of
the 15,950,000 Saks Shares beneficially owned indirectly by Inmobiliaria and
owned directly by Orient Star.
<PAGE>
Signature Page
--------------
-----------------------------
Carlos Slim Helu
-----------------------------
Carlos Slim Domit By:
---------------------------
----------------------------- Eduardo Valdes Acra
Marco Antonio Slim Domit Attorney-in-Fact
October 10, 2000
-----------------------------
Patrick Slim Domit
-----------------------------
Maria Soumaya Slim Domit
-----------------------------
Vanessa Paola Slim Domit
-----------------------------
Johanna Monique Slim Domit
INMOBILIARIA CARSO, S.A. DE C.V.
-----------------------------
By: Alejandro Escoto
Title: Attorney-in-Fact
ORIENT STAR HOLDINGS, LLC
-----------------------------
By: James M. Nakfoor
Title: Manager
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant to the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
/s/ Carlos Slim Helu
March 2, 2000 --------------------
By: Carlos Slim Helu
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
/s/ Carlos Slim Domit
March 2, 2000 ---------------------
By: Carlos Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
/s/ Marco Antonio Slim Domit
March 2, 2000 ----------------------------
By: Marco Antonio Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
/s/ Patrick Slim Domit
March 2, 2000 ----------------------
By: Patrick Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
/s/ Maria Soumaya Slim Domit
March 2, 2000 ----------------------------
By: Maria Soumaya Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
/s/ Vanessa Paola Slim Domit
March 2, 2000 ----------------------------
By: Vanessa Paola Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
/s/ Johanna Monique Slim Domit
March 2, 2000 ------------------------------
By: Johanna Monique Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant to the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
INMOBILIARIA CARSO, S.A. de C.V.
/s/ Alejandro Escoto
March 2, 2000 ---------------------------------
By: Alejandro Escoto
Title: Attorney-in-Fact
<PAGE>
POWER OF ATTORNEY
I, a holder of Common Shares, $.10 par value per share (the
"Securities"), of Saks Incorporated, a corporation organized under the laws of
Tennessee (the "Company"), which Securities are registered pursuant to Section
12 of the United States Securities Exchange Act of 1934, as amended (the
"Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael
Robles Miaja, and each of them singly, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, to act, for me and in
my name, place and stead and on my behalf, in any and all capacities, to sign
any Form 3, 4 or 5 or Schedule 13D or 13G (the "Filings") and any and all
amendments thereto and any other document relating thereto, and to file on my
behalf any such Filings required to be filed pursuant to the Exchange Act, any
amendment thereto and other document relating thereto and any exhibit thereto
with the United States Securities and Exchange Commission, hereby granting unto
said attorneys-in-fact and agents, full power and authority to do and perform
any and all acts and things requisite as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
ORIENT STAR HOLDINGS LLC
/s/ James M. Nakfoor
March 2, 2000 -------------------------------
By: James M. Nakfoor
Title: Manager
<PAGE>
JOINT FILING AGREEMENT
THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into
as of this 2nd day of March 2000, by and between Carlos Slim Helu, Carlos Slim
Domit, Marco Antonio Slim Domit, Patrick Slim Domit, Maria Soumaya Slim Domit,
Vanessa Paola Slim Domit, Johanna Monique Slim Domit, Inmobiliaria Carso, S.A.
de C.V. and Orient Star Holdings LLC.
The parties to this Agreement hereby agree to prepare jointly and file
timely (or otherwise to deliver as appropriate) all filings on any Form 3, 4 or
5 or Schedule 13D or Schedule 13G (the "Filings") required to be filed by them
pursuant to Section 13(d) or 13(g) under the Securities Exchange Act of 1934, as
amended, with respect to their respective ownership of any securities of Saks
Incorporated that are required to be reported on any such Filings. Each party to
this Agreement further agrees and covenants to the other parties that it will
fully cooperate with such other parties in the preparation and timely filing
(and other delivery) of all such Filings.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first set forth above.
Carlos Slim Helu
-----------------------------
Carlos Slim Domit By: /s/ Eduardo Valdes
------------------------
----------------------------- Eduardo Valdes
Marco Antonio Slim Domit Attorney-in-Fact
March 2, 2000
-----------------------------
Patrick Slim Domit
-----------------------------
Maria Soumaya Slim Domit
-----------------------------
Vanessa Paola Slim Domit
-----------------------------
Johanna Monique Slim Domit
INMOBILIARIA CARSO, S.A. DE C.V.
-----------------------------
By: Alejandro Escoto
Title: Attorney-in-Fact
ORIENT STAR HOLDINGS LLC
-----------------------------
By: James M. Nakfoor
Title: Manager
