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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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
1. Name and Address of Reporting Person*
Blackstone Management Associates III, L.L.C. (see attached)
(Last) (First) (Middle)
345 Park Avenue
(Street)
New York, NY 10154
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
July 30, 1999
3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)
4. Issuer Name and Ticker or Trading Symbol
Allied Waste Industries, Inc. "AW"
5. Relationship of Reporting Person to Issuer (Check all applicable)
/ / Director /X/ 10% Owner (see attached)
/ / Officer (give title below) / / Other (specify below)
6. If Amendment, Date of Original (Month/Day/Year)
7. Individual or Joint/Group Reporting (Check applicable line)
/ / Form filed by One Reporting Person
/X/ Form filed by More than One Reporting Person
* If the Form is filed by more than one Reporting Person, see instruction
5(b)(v).
<TABLE>
<CAPTION>
Table I -- Non-Derivative Securities Beneficially Owned
2. Amount 3. Ownership
of Secu- Form:
rities Direct 4. Nature of
Bene- (D) or Indirect
ficially Indirect Beneficial
Owned (I) Ownership
1. Title of Security (Instr. 4) (Instr. 5) (Instr. 5)
- -------------------------------- ------------- ------------- ----------------
<S> <C> <C> <C>
</TABLE>
<TABLE>
<CAPTION>
Table II--Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
2. Date Exercisable
and Expiration Date 3. Title and Amount of Securities Underlying Derivative
(Month/Day/Year) Security (Instr. 4)
---------------------- -----------------------------------------------------------
Date Amount or
1. Title of Derivative Exercis- Expiration Title Number of
Security (Instr. 4) able Date Shares
- ---------------------------------------------- ---------- ---------- ---------------------------------------------- -----------
<S> <C> <C> <C> <C>
Senior Convertible Preferred Stock * N/A Common Stock 15,418,921
Common Stock 2,858,856
Common Stock 1,166,667
<CAPTION>
5. Ownership
Form of
Derivative
4. Conver- Security:
sion or Direct 6. Nature of
Exercise (D) or Indirect
Price of Indirect Beneficial
1. Title of Derivative Derivative (I) Ownership
Security (Instr. 4) Security (Instr. 5) (Instr. 5)
- ---------------------------------------------- ------------- ------------- --------------
<S> <C> <C> <C>
Senior Convertible Preferred Stock $18.00 I By Blackstone Capital Partners III
Merchant Banking Fund L.P.
$18.00 I By Blackstone Offshore Capital
Partners III L.P.
$18.00 I By Blackstone Family Investment
Partnership III L.P.
</TABLE>
Explanation of Responses:
* Pursuant to the Certificate of Designation setting forth the terms, relative
rights, limitations and preferences of the Senior Convertible Preferred Stock of
the Issuer, the designated filing person and each of the Partnerships are
restricted from converting their respective holdings of Senior Convertible
Preferred Stock into shares of common stock until receipt of stockholder
approval has been obtained. Before such time, shares of Senior Convertible
Preferred Stock may only be converted into units of Junior Preferred Stock.
(See Attachment - Page 4) 8/9/1999
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**Signature of Reporting Person Date
** Intentional misstatements or omissions of facts constitute Federal Criminal
Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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ATTACHMENT TO FORM 3
Blackstone Management Associates III L.L.C.
July 30, 1999
Allied Waste Industries, Inc. "AW"
- ----------------------------- ------
As the sole general partner of Blackstone Capital Partners III Merchant Banking
Fund L.P. and Blackstone Family Investment Partnership III L.P. and the sole
investment general partner of Blackstone Offshore Capital Partners III L.P.
(collectively, the "Partnerships"), and an affiliate of Blackstone Capital
Partners II Merchant Banking Fund L.P., Blackstone Offshore Capital Partners II
L.P., Blackstone Family Investment Partnership II L.P., Blackstone
Management Associate II L.L.C., Peter G. Peterson and Stephen A. Schwarzman
(collectively, the "Existing Reporting Persons"), Blackstone Management
Associates III L.L.C. may be deemed, for purposes of Section 16 of the
Securities Exchange Act of 1934, as amended (the "Act"), to be the beneficial
owner of shares of the common stock held by the Existing Reporting Persons and
may be deemed, for purposes of Section 16 of the Act, to be the beneficial owner
of the shares of Senior Convertible Preferred Stock of the Issuer held by the
Partnerships. However, the designated filing person disclaims that it is the
beneficial owner of any such shares, except to the extent of its direct
pecuniary interest in such shares.
Because the designated filing person is the sole general partner of Blackstone
Capital Partners III Merchant Banking Fund L.P. and Blackstone Family Investment
Partnership III L.P. and the sole investment general partner of Blackstone
Offshore Capital Partners III L.P., because the Partnerships acted together in
the acquisition of the shares of Senior Convertible Preferred Stock of the
Issuer held by the Partnerships, and because the Reporting Persons are
affiliates of the Existing Reporting Persons, each the Reporting Persons and
the Existing Reporting Person may be deemed, for purposes of Section 16 of the
Act, to be a member of a "group" with respect to securities of the Issuer.
However, each of the Reporting Persons and the Existing Reporting Persons does
not affirm the existence of such a group.
Other Reporting Persons:
Blackstone Capital Partners III Merchant Banking Fund L.P.
c/o Blackstone Management Associates III L.L.C.
345 Park Avenue
New York, New York 10154
Blackstone Offshore Capital Partners III L.P.
c/o Blackstone Management Associates III L.L.C.
345 Park Avenue
New York, New York 10154
Blackstone Family Investment Partnership III L.P.
c/o Blackstone Management Associates III L.L.C.
345 Park Avenue
New York, New York 10154
Page 3 of 4
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SIGNATURE PAGE TO FORM 3
Blackstone Management Associates III L.L.C.
July 30, 1999
Allied Waste Industries, Inc. "AW"
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Blackstone Management Associates III L.L.C.
By: /s/ Michael A. Puglisi
--------------------------------------------
Name: Michael A. Puglisi
Title: Member
Blackstone Capital Partners III
Merchant Banking Fund L.P.
By: Blackstone Management Associates III L.L.C.,
its general partner
By: /s/ Michael A. Puglisi
--------------------------------------------
Name: Michael A. Puglisi
Title: Member
Blackstone Offshore Capital Partners III L.P.
By: Blackstone Management Associates III L.L.C.,
its investment general partner
By: /s/ Michael A. Puglisi
--------------------------------------------
Name: Michael A. Puglisi
Title: Member
Blackstone Family Investment Partnership III L.P.
By: Blackstone Management Associates III L.L.C.,
its general partner
By: /s/ Michael A. Puglisi
--------------------------------------------
Name: Michael A. Puglisi
Title: Member
Page 4 of 4
