UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. One)*
Stratford American Corporation
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class of Securities)
86279E 10 2
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(CUSIP Number)
Mel L. Shultz, JDMK Investments, L.L.C.,
2400 E. Arizona Biltmore Circle, Bldg. 2, Suite 1270,
Phoenix, AZ 85016, (602) 956-7809
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 4, 1997
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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 [ ].
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)
*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).
<PAGE>
SCHEDULE 13D
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CUSIP No. 86279E 10 2 Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JDMK Investments, L.L.C.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Arizona
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NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY -----------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 24,318,077
PERSON -----------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
-----------------------------------------------------
10 SHARED DISPOSITIVE POWER
24,318,077
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XI. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,318,077
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XII. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
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XIII. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
28.9%
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XIV. TYPE OF REPORTING PERSON*
00 (limited liability company)
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*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1. Security and Issuer
This statement relates to Common Stock, $0.01 par value. The name of the issuer
is Stratford American Corporation and the address of its principal executive
offices is 2400 East Arizona Biltmore Circle, Building 2, Suite 1270, Phoenix,
Arizona 85016.
Item 2. Identity and Background
The name of the person filing this statement is JDMK Investments, L.L.C.
("JDMK"). The state of its organization is Arizona. JDMK's principal business is
(i) making investments in businesses, companies, and properties by means of
acquisitions of stock, partnership interests, limited liability company
memberships, and direct acquisitions of property and assets, and (ii) holding
and managing such investments. The address of its principal business is 2400
East Arizona Biltmore Circle, Building 2, Suite 1270, Phoenix, Arizona 85016.
During the last five years, neither JDMK nor any of the Members (as defined
below) has been convicted in a criminal proceeding. During the last five years,
neither JDMK nor any of the Members has been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction resulting in any
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.
The members (the "Members") of JDMK are E.G. (Ken) Kendrick, Jr., Mel L. Shultz,
David H. Eaton and Gerald J. Colangelo and their residence or business addresses
are, respectively: 3964 Paradise View Drive, Paradise Valley, Arizona 85253;
2400 East Arizona Biltmore Circle, Building 2, Suite 1270, Phoenix, Arizona
85016; 1040 East Osborn Road, Suite 1002, Phoenix, Arizona 85014; and 201 East
Jefferson Street, Phoenix, Arizona 85004.
The present principal occupation or employment and the name, principal business
and address of any corporation or other organization in which such employment is
conducted for each of the Members is as follows:
(1) Mr. Kendrick's principal occupation is investing for his own
account out of his home and not for any organization. The
address out of which Mr. Kendrick conducts such employment is
3964 Paradise View Drive, Paradise Valley, Arizona 85253.
(2) Mr. Shultz's principal occupation is serving as President of
the issuer. The principal business of the issuer is serving as
a franchisee of the metropolitan Phoenix Dollar Rent A Car
operation and the address of the issuer at which Mr. Shultz
conducts his principal occupation is 2400 East Arizona
Biltmore Circle, Building 2, Suite 1270, Phoenix, Arizona
85016.
(3) Mr. Eaton's principal occupation is serving as Chairman of the
Board and Chief Executive Officer of the issuer. The principal
business of the issuer is serving as a franchisee of the
metropolitan Phoenix Dollar Rent A Car operation and the
address at which Mr. Eaton conducts his principal occupation
is 1040 East Osborn Road, Suite 1002, Phoenix, Arizona 85014.
(4) Mr. Colangelo's principal occupation is serving as President
and Chief Executive Officer of the Phoenix Suns. The principal
business of the Phoenix Suns is as a member team of the
National Basketball Association and the address of the Phoenix
Suns at which Mr. Colangelo conducts his principal occupation
is 201 East Jefferson Street, Phoenix, Arizona 85004.
Each of the Members is a United States citizen.
Page 3 of 5
<PAGE>
Item 3. Source and Amount of Funds or Other Consideration
JDMK paid the $30,000 exercise price of an option for the securities held by one
of its members. The source of such funds was working capital..
Item 4. Purpose of Transaction
JDMK and each of the Members acquired the securities for investment. Neither
JDMK nor any of the Members has any plans or proposals which relate to or would
result in any of the actions listed in Items 4(a) through 4(j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) JDMK beneficially owns 24,318,077 shares, or approximately 28.9%, of
the issuer's Common Stock. Each of the Members beneficially owns 25% of
such shares, or approximately 7.2% of the issuer's Common Stock.
(b) JDMK shares the power to vote or to direct the vote of 24,318,077
shares and shares the power to dispose or to direct the disposition of
24,318,077 shares with the Members.
(c) Other than the acquisition of 3,000,000 shares pursuant to an option
held by one of JDMK's Members, there were no transactions in the Common
Stock effected by JDMK or any of the Members during the past 60 days or
since the most recent filing on Schedule 13D, whichever is less.
(d) No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of,
the Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
None.
Item 7. Material to be Filed as Exhibits
None.
Page 4 of 5
<PAGE>
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.
March 31, 1997
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Date
JDMK INVESTMENTS, L.L.C., an
Arizona limited liability company
/s/ Mel L. Shultz
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Signature
Mel L. Shultz
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Name/Title
Page 5 of 5
