UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20509
SCHEDULE 13G
Under the Securities Exchange Act of 1934
American Freightways Corporation
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
02629V-10-8
(CUSIP Number)
*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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CUSIP NO. 02629V-10-8
1) Name of Reporting Person F. S. Garrison
SS or IRS Identification No.
of Above Person
2) Check the Appropriate (a) [ ]
Box if a Member of a Group (b) [ ]
3) SEC Use Only
4) Citizenship or Place of
Organization United States
Number of Shares Beneficially 5) Sole Voting Power - 4,602,308
Owned by Each Reporting 6) Shared Voting Power - None
with: 7) Sole Dispositive Power - 4,602,308
8) Shared Dispositive Power - None
9) Aggregate Amount Beneficially 4,602,308
Owned by Each Reporting Person
10) Check if the Aggregate Amount in
Row (9) Excludes Certain Shares* [x]
* Excludes shares of Issuer's Common Stock beneficially owned by F. S.
Garrison as Managing General Partner of the Garrison Family Limited
Partnership No. One and the Garrison Family Limited Partnership No. Two.
11) Percent of Class Represented by
Amount in Row (9) 14.7%
12) Type of Reporting Person IN
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CUSIP NO. 02629V-10-8
1) Name of Reporting Person F. S. Garrison, Managing General
SS or IRS Identification No. Partner, Garrison Family Limited
of Above Person Partnership No. One
2) Check the Appropriate (a) [ ]
Box if a Member of a Group (b) [ ]
3) SEC Use Only
4) Citizenship or Place of
Organization Arkansas
Number of Shares Beneficially 5) Sole Voting Power - 2,000,000
Owned by Each Reporting 6) Shared Voting Power - None
with: 7) Sole Dispositive Power - 2,000,000
8) Shared Dispositive Power - None
9) Aggregate Amount Beneficially
Owned by Each Reporting Person 2,000,000
10) Check if the Aggregate Amount in
Row (9) Excludes Certain Shares* [x]
* Excludes shares of Issuer's Common Stock beneficially owned by F. S.
Garrison, individually, and as Managing General Partner of the Garrison
Family Limited Partnership No. Two.
11) Percent of Class Represented by
Amount in Row (9) 6.4%
12) Type of Reporting Person PN
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CUSIP NO. 02629V-10-8
1) Name of Reporting Person F. S. Garrison, Managing General
SS or IRS Identification No. Partner Garrison Family Limited
of Above Person Partnership No. Two
2) Check the Appropriate (a) [ ]
Box if a Member of a Group (b) [ ]
3) SEC Use Only
4) Citizenship or Place of
Organization Arkansas
Number of Shares Beneficially 5) Sole Voting Power - 4,000,000
Owned by Each Reporting 6) Shared Voting Power - None
with: 7) Sole Dispositive Power - 4,000,000
8) Shared Dispositive Power - None
9) Aggregate Amount Beneficially
Owned by Each Reporting Person 4,000,000
10) Check if the Aggregate Amount in
Row (9) Excludes Certain Shares* [x]
* Excludes shares of Issuer's Common Stock beneficially owned by F. S.
Garrison, individually, and as Managing General Partner of the Garrison
Family Limited Partnership No. One.
11) Percent of Class Represented by
Amount in Row (9) 12.8%
12) Type of Reporting Person PN
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SCHEDULE 13G
ITEM 1(A) NAME OF ISSUER:
American Freightways Corporation
ITEM 1(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
2200 Forward Drive
Harrison, Arkansas 72601
ITEM 2(A) NAME OF PERSON FILING:
ITEM 2(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
ITEM 2(C) CITIZENSHIP OR PLACE OF ORGANIZATION:
F. S. Garrison
2200 Forward Drive
Harrison, Arkansas 72601
(United States Citizen)
F. S. Garrison, Managing General Partner
Garrison Family Limited Partnership No. One
2200 Forward Drive
Harrison, Arkansas 72601
(Arkansas Limited Partnership)
F. S. Garrison, Managing General Partner
Garrison Family Limited Partnership No. Two
2200 Forward Drive
Harrison, Arkansas 72601
(Arkansas Limited Partnership)
ITEM 2(D) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $0.01 per share
ITEM 2(E) CUSIP NUMBER:
02629V-10-8
ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in Section 3(a)(19) of
the Act
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act
(e) [ ] Investment Adviser registered under Section 203 of
the Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see Section
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240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with Section
240.13b-1(b)(1)(ii)(G)
(h) [ ] Group, in accordance with Section 240.13d-
1(b)(1)(ii)(H)
Not Applicable
ITEM 4 OWNERSHIP.
F. S. GARRISON
(a) Amount Beneficially Owned: 4,602,308 (includes 322,000 shares
subject to presently exercisable options)
(b) Percent of Class: 14.7% (percentage based on 31,133,303 shares of
the Issuer's Common Stock outstanding as of September 5, 1996)
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: 4,602,308 (includes
322,000 shares subject to presently exercisable options)
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition of:
4,602,308 (includes 322,000 shares subject to presently
exercisable options)
(iv) shared power to dispose or to direct the disposition of: -0-
F. S. GARRISON, MANAGING GENERAL PARTNER
GARRISON FAMILY LIMITED PARTNERSHIP NO. ONE
(a) Amount Beneficially Owned: 2,000,000
(b) Percent of Class: 6.4% (percentage based on 31,133,303 shares of
the Issuer's Common Stock outstanding as of September 5, 1996)
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: 2,000,000
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition of:
2,000,000
(iv) shared power to dispose or to direct the disposition of: -0-
F. S. GARRISON, MANAGING GENERAL PARTNER
GARRISON FAMILY LIMITED PARTNERSHIP NO. TWO
(a) Amount Beneficially Owned: 4,000,000
(b) Percent of Class: 12.8% (percentage based on 31,133,303 shares of
the Issuer's Common Stock outstanding as of September 5, 1996)
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(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: 4,000,000
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition of:
4,000,000
(iv) shared power to dispose or to direct the disposition of: -0-
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
F. S. Garrison owns a controlling general partnership interest and
one or more trusts of which Mr. Garrison is the sole trustee own a
100% limited partnership interest in each of the Garrison Family
Limited Partnership No. One and the Garrison Family Limited
Partnership No. Two (the "Partnerships"). The Partnerships were
formed pursuant to limited partnership agreements, each dated as of
October 7, 1996. Mr. Garrison is the managing general partner of
both Partnerships. Accordingly, Mr. Garrison has the sole power
to vote and to direct the receipt of dividends from, and the
proceeds from the sale of all shares of, the Issuer's Common Stock
held by both Partnerships. Mr. Garrison also has the sole power to
vote and to direct the receipt of dividends from, and the proceeds
from the sale of, shares of the Issuer's Common Stock held
individually by Mr. Garrison. The 4,602,308 shares of Issuer's
Common Stock indicated herein as beneficially owned by Mr.
Garrison, individually, include 420,000 shares of Issuer's Common
Stock beneficially owned by Cynthia Kaye Garrison, his spouse.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATION.
Not Applicable
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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.
Date: October 7, 1996
/s/ F.S. Garrison
F.S. Garrison
Garrison Family Limited Partnership No. One
By: /s/ F.S. Garrison
F. S. Garrison, Managing General Partner
Garrison Family Limited Partnership No. Two
By: /s/ F.S. Garrison
F. S. Garrison, Managing General Partner
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