UNITED STATES Page 1 of 5 Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5 )*
INTELLICALL, INC.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
45815C103
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(CUSIP Number)
William O. Hunt, 2155 Chenault, Suite 410, Carrollton, Texas 75006-5023
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
October 28, 1996
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(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 |_|.
Check the following box if a fee is being paid with the statement |_|. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent 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 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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Schedule 13D
CUSIP NO. 45815C103 Page 2 of 5 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
William O. Hunt
453 - 48 - 8532
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(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 Citizen
NUMBER OF 7. SOLE VOTING POWER
SHARES 769,060
BENEFICIALLY
OWNED BY EACH 8. SHARED VOTING POWER
REPORTING 117,215
PERSON WITH
9. SOLE DISPOSITIVE POWER
769,060
10. SHARED DISPOSITIVE POWER
117,215
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 886,275
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 9.52%
14. TYPE OF REPORTING PERSON: IN
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CUSIP NO. 45815C103 Page 3 of 5 Pages
Schedule 13D
Amendment No. 4
Intellicall, Inc.
Item 1. Security and Issuer
No Amendment.
Item 2. Identity and Background
No Amendment.
Item 3. Source and Amount of Funds or Other Consideration
Item 3. is hereby amended in its entirety as follows:
On April 30, 1991 Mr. Hunt purchased 2,000 shares of Common Stock for
an aggregate purchase price of $13,250 through his IRA account utilizing its
funds.
In December 1992 Mr. Hunt personally acquired 22,335 shares of Common
Stock for an aggregate purchase price of $120,741. All of the purchase price
funds were personal funds. The shares which Mr. Hunt acquired in his own name
were transferred in August 1993 to a family partnership (the "Partnership") over
which Mr. Hunt exercises control.
Also in December 1992 Mr. Hunt purchased 25,665 shares of Common Stock
for an aggregate purchase price of $143,250 through his IRA account utilizing
its funds.
On October 26, 1993 the Partnership and Mr. Hunt through his IRA
account purchased 43,750 shares and 6,250 shares, respectively, of Common Stock
for $13.00 per share or an aggregate of $568,750 and $81,250, respectively.
Funds utilized were those of the Partnership and IRA account respectively.
On August 1, 1994 Mr. Hunt, through his IRA account, purchased 10,000
shares of Common Stock for $4.50 per share or an aggregate of $45,000. On August
8, 1994 Mr. Hunt, through his IRA account, purchased 10,000 shares of Common
Stock for $5.25 per share or an aggregate of $52,500. On August 17, 1994 Mr.
Hunt, through his IRA account, purchased 2,000 shares of Common Stock for $5.00
per share and 7,100 shares of Common Stock for $5.125 per share for an aggregate
of $46,387.50. Additionally, on August 17, 1994 the Partnership purchased 900
shares of Common Stock for $5.125 per share or an aggregate of $4,612.50. Funds
utilized were those of the Partnership and IRA account respectively.
On August 1, 1995 Mr. Hunt, through his IRA account, purchased 10,000
shares of Common Stock for $4.75 per share or an aggregate of $47,500. On
December 7, 1995 the
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CUSIP NO. 45815C103 Page 4 of 5 Pages
Partnership purchased 10,000 shares of Common Stock for $3.75 per share or an
aggregate of $37,500. Funds utilized were those of the Partnership and IRA
account respectively.
On October 28, 1996 Mr. Hunt, (i) through his IRA account, purchased
10,845 shares of Common Stock for $4.625 per share or an aggregate of $50,595,
(ii) through the Partnership, purchased 40,230 shares of Common Stock for $4.625
per share or an aggregate of $187,696, and (ii) through his Retirement Trust
account, purchased 15,200 shares of Common Stock for $4.625 per share or an
aggregate of $70,911.
In connection with the employment of Mr. Hunt as Chairman, President
and Chief Executive Officer of the Company, Mr. Hunt was granted options to
purchase 670,000 shares of the Company's Common Stock which options vested over
a period of time expiring December 31, 1995.
Item 4. Purpose of Transaction
No Amendment.
Item 5. Interest in Securities of the Issuer
Item 5. is amended in its entirety as follows:
The Company has outstanding an aggregate of 8,641,920 shares of Common
Stock. Including the 670,000 shares subject to options which Mr. Hunt
beneficially owns as of October 28, 1996, Mr. Hunt beneficially owns 9.52% of
the Common Stock of the Company. Mr. Hunt has sole power to vote and dispose of
769,060 shares of Common Stock and shared power to vote and dispose of 117,215
shares of Common Stock.
For a description of the transactions effected by Mr. Hunt during the
past sixty days, see response to Item 3., above.
No other person is known to Mr. Hunt to have the right to receive or
the power to direct the receipt of dividends relating to Mr. Hunt's Common
Stock.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
No Amendment.
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CUSIP NO. 45815C103 Page 5 of 5 Pages
Item 7. Material to Be Filed as Exhibits
No Amendment.
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.
November 7, 1996 /s/ William O. Hunt
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Date Signed William O. Hunt
