UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ____)*
Central Newspapers, Inc.
(Name of Issuer)
Class A Common Stock, without par value
(Title of Class of Securities)
154647101
(CUSIP Number)
January 20, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ X ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 1 OF 5
<PAGE>
SCHEDULE 13G
- --------------------------------------------------------------------------------
CUSIP No. 154647101 Page 2 of 5 Pages
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON Russell B. Pulliam
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
- --------------------------------------------------------------------------------
5 SOLE VOTING POWER 96,052 (1)
NUMBER OF
SHARES ---------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER 2,012,648 (1)
OWNED BY
EACH ---------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER 96,052
PERSON
WITH ---------------------------------------------------------
8 SHARED DISPOSITIVE POWER 2,012,648
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,108,700
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.2% (2)
- --------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
IN
- --------------------------------------------------------------------------------
- --------
(1) Calculated pursuant to Rule 13d-3(d) (1) promulgated under the Securities
Exchange Act of 1934, as amended, reflecting beneficial ownership of shares
of Class A Common Stock which can be acquired through the conversion of
shares of Class B Common Stock. Each share of Class B Common Stock may be
converted into 1/10 of a share of Class A Common Stock at the option of the
holder thereof. Each share of Class A Common Stock is entitled to 1/10 of a
vote and each share of Class B Common Stock is entitled to one vote. All
shares of Class A Common Stock and Class B Common Stock vote together as a
single class.
(2) Based on a total of 33,223,947 shares of Class A Common Stock outstanding,
which is derived from 35,423,947 shares of Class A Common Stock outstanding
as of August 2, 1999, as reported by the Issuer in its Quarterly Report on
Form 10-Q for the period ended June 27, 1999, less 2,200,000 shares
repurchased by the Issuer on August 12, 1999.
Page 2 of 5
<PAGE>
Item 1.
(a) Name of Issuer: Central Newspapers, Inc.
(b) Address of Issuer's Principal Offices: 200 East Van Buren Street
Phoenix, Arizona 85004
Item 2.
(a) Name of Person Filing: Russell B. Pulliam
(b) Address of Principal Business Office: 307 North Pennsylvania Street
Indianapolis, IN 46204
(c) Citizenship: United States of America
(d) Title of Class of Securities: Class A Common Stock, without par value
(e) CUSIP Number: 154647101
Item 3.
This statement is being filed pursuant to ss.240.13d-1(c).
Item 4. Ownership
(a) Amount beneficially owned: 2,108,700 (3)
(b) Percent of class: 6.2% (4)
(c) Number of shares as to which the person has:
- -----------
(3) Includes (a) 56,552 shares of Class A Common Stock owned directly, (b)
currently exercisable options to acquire 35,000 shares of Class A Common
Stock, (c) 1,337,148 shares of Class A Common Stock held by the Eugene S.
Pulliam Interim Trust, of which Russell B. Pulliam is a Co-Trustee, (d)
4,655,000 shares of Class B Common Stock held by the Eugene S. Pulliam
Interim Trust, of which Russell B. Pulliam is a Co-Trustee, which shares
are convertible into 465,500 shares of Class A Common Stock, (e) 45,000
shares of Class B Common Stock owned directly which shares are convertible
into 4,500 shares of Class A Common Stock, and (f) currently exercisable
options to acquire 210,000 shares of Class A Common Stock held by the
estate of Eugene S. Pulliam, of which Russell B. Pulliam is Co-Executor.
(4) Based on a total of 33,223,947 shares of Class A Common Stock outstanding,
which is derived from 35,423,947 shares of Class A Common Stock outstanding
as of August 2, 1999, as reported by the Issuer in its Quarterly Report on
Form 10-Q for the period ended June 27, 1999, less 2,200,000 shares
repurchased by the Issuer on August 12, 1999.
Page 3 of 5
<PAGE>
(i) Sole power to vote or to direct the vote 96,052 (1)
(ii) Shared power to vote or to direct the vote 2,012,648 (1)
(iii) Sole power to dispose or to direct
the disposition of 96,052
(iv) Shared power to dispose or to direct
the disposition of 2,012,648
Item 5. Ownership of Five Percent or Less of a Class
N/A
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Myrta J. Pulliam, as Co-Trustee of the Eugene S. Pulliam Interim
Trust, has the power to direct the receipt of dividends from, or the
proceeds from the sale of, shares held in the Eugene S. Pulliam
Interim Trust.
Myrta J. Pulliam, as Co-Executor of the Estate of Eugene S. Pulliam,
has the power to direct the receipt of dividends from, or the proceeds
from the sale of, shares held by the estate of Eugene S. Pulliam.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
N/A
Item 8. Identification and Classification of Member of the Group
N/A
Item 9. Notice of Dissolution of Group
N/A
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.
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.
Date September 13, 1999
/s/ Russell B. Pulliam
-----------------------------------
Russell B. Pulliam
Page 5 of 5
