UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _________)*
MATLACK SYSTEMS, INC.
(Name of Issuer)
$1 Par Value Common Stock
(Title of Class of Securities)
576901102
CUSIP Number)
John W. Rollins, P.O. Box 1026, Wilmington, DE 19899 (302) 426-2900
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
August, 1995
(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 / X /.
(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. 576901102 Page 2 of 4
1. NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON
John W. Rollins
SS No. ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /____/
(b) /____/
3. SEC USE ONLY
4. SOURCE OF FUNDS*
00
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 BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER 1,003,684
8. SHARED VOTING POWER None
9. SOLE DISPOSITIVE POWER 1,003,684
10. SHARED DISPOSITIVE POWER None
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,043,639
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES /____/
CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.9%
14. TYPE OF REPORTING PERSON*
IN
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SCHEDULE 13D
CUSIP NO. 576901102 Page 3 of 4
Item 1. Security and Issuer.
This statement relates to the $1 par value common stock (the
"Common Stock") of Matlack Systems, Inc. (the "Company"). The
principal office of the Company is located at 2200 Concord
Pike, Wilmington, Delaware 19803.
Item 2. Identity and Background
(a) This statement is filed by John W. Rollins.
(b) Mr. Rollins' business address is Post Office Box 1026,
Wilmington, Delaware.
(c) Mr. Rollins' principal occupations are Chairman of the
Board and Chief Executive Officer for Rollins Truck
Leasing Corp. and Rollins Environmental Services, Inc. and
Director of Matlack Systems, Inc. The address for the
principal office of the three above companies is One
Rollins Plaza, 2200 Concord Pike, Wilmington, Delaware
19803.
(d) During the last five years, Mr. Rollins was not convicted
in a criminal proceeding.
(e) During the past five years, Mr. Rollins was not a party to
a civil proceeding of a judicial or administrative body of
competent jurisdiction in which as a result of such
proceeding, he was or is subject to 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.
(f) Mr. Rollins is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable.
Item 4. Purpose of Transaction
Mr. Rollins has beneficially owned over five percent (5%) of
the outstanding common stock in the Company since it became a
public company in 1989. His beneficial ownership has been duly
reported in the Company's proxy statements and in beneficial
ownership forms filed, respectively, pursuant to Sections 14
and 16 under the Securities Exchange Act. This filing is a
statutorily required supplement to those filings and is for
informational purposes only.
<PAGE>
SCHEDULE 13D
CUSIP NO. 576901102 Page 4 of 4
Item 5. Interest in Securities of the Issuer.
(a) The 1,043,639 shares of Common Stock beneficially owned by
Mr. Rollins represents 11.9% of the securities of that
class issued and outstanding as of the date of this
report.
Of these 1,043,639 shares of Common Stock, 24,268 shares
are held by his wife, Michele Metrinko Rollins, and 15,687
shares are held by his wife as Custodian for his minor
children. Mr. Rollins disclaims any beneficial interest
in these holdings.
(b) Mr. Rollins has sole voting power and sole power to
dispose of 1,003,684 shares of Common Stock.
(c) Trading activity within the past sixty days involves 4,900
shares of Common Stock sold as follows:
Date of Transaction Number of Shares Price per Share
6/23/95 4,900 $10.515
(d) No person other than Mr. Rollins has the right to receive
dividends or the proceeds from the sale of the securities
listed under (b) of this Item 5.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
None.
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.
Date: August 21, 1995 /s/ John W. Rollins
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 u.s.c. 1001)