SCHULER HOMES INC
SC 13G/A, 2000-02-14
OPERATIVE BUILDERS
Previous: APACHE MEDICAL SYSTEMS INC, SC 13G/A, 2000-02-14
Next: AMERICA ONLINE INC, 10-Q, 2000-02-14



<PAGE>

                              UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                SCHEDULE 13G

                 Under the Securities Exchange Act of 1934
                             (Amendment No. 6)*


                             SCHULER HOMES, INC.
- --------------------------------------------------------------------------------
                              (Name of Issuer)

                               COMMON STOCK
- --------------------------------------------------------------------------------
                       (Title of Class of Securities)

                               808188 10 6
                     ----------------------------------
                              (CUSIP Number)

                             December 31, 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)

     / / Rule 13d-1(c)

     /X/ 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).


CUSIP No. 808188 10 6
          -----------

 (1) Names of Reporting Persons I.R.S. Identification Nos. of above persons
     (entities only).

     SCHULER, JAMES K.


<PAGE>

 (2) Check the Appropriate Box if a Member of a Group (See Instructions)

           (a)  / /

           (b)  / /

           N/A  /X/

 (3) SEC Use Only
                  -------------------------------------------------------------

 (4) Citizenship or Place of Organization

     United States of America
     ------------------------

- -------------------------------------------------------------------------------
 Number of Shares             (5) Sole Voting Power:           9,930,728
 Beneficially
 Owned by                    --------------------------------------------------
 Each Reporting               (6) Shared Voting Power:           500,000
 Person With
                             --------------------------------------------------
                              (7) Sole Dispositive Power:      9,930,728

                             --------------------------------------------------
                              (8) Shared Dispositive Power:      500,000

- -------------------------------------------------------------------------------

 (9) Aggregate Amount Beneficially Owned by Each Reporting Person
        10,430,728(*)
        -------------

(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
     (See Instructions)

       /X/  Yes
       / /  No

(11) Percent of Class Represented by Amount in Row (9)
        51.91%
        ------

(12) Type of Reporting Person (See Instructions)
        IN
        --

(*) Excludes 32,101 shares owned by Reporting Person's Spouse.

                                       2


<PAGE>

ITEM 1.

    (a)   Name of Issuer

              SCHULER HOMES, INC.
              -------------------

    (b)   Address of Issuer's Principal Executive Offices

              828 Fort Street Mall, 4th Floor
              Honolulu, Hawaii 96813
              -------------------------------
ITEM 2.

    (a)   Name of Person Filing

              SCHULER, JAMES K.

    (b)   Address of Principal Business Office or, if none, Residence

              828 Fort Street Mall, 4th Floor
              Honolulu, Hawaii 96813
              -------------------------------

    (c)   Citizenship

              United States of America
              ------------------------

    (d)   Title of Class of Securities

              Common Stock
              ------------

    (e)   CUSIP Number

              808188 10 6
              -----------

ITEM 3.  IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b)
         OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

    (a)  / /  Broker or dealer registered under section 15 of the Act
              (15 U.S.C. 78o).

    (b)  / /  Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

    (c)  / /  Insurance company as defined in section 3(a)(19) of the Act
              (15 U.S.C. 78c).

    (d)  / /  Investment company registered under section 8 of the Investment
              Company Act of 1940 (15 U.S.C. 80a-8).

    (e)  / /  An investment adviser in accordance with section
              240.13d-1(b)(1)(ii)(E).


                                       3

<PAGE>

    (f)  / /  An employee benefit plan or endowment fund in accordance with
              section 240.13d-1(b)(1)(ii)(F).

    (g)  / /  A parent holding company or control person in accordance with
              section 240.13d-1(b)(1)(ii)(G).

    (h)  / /  A savings association as defined in section 3(b) of the Federal
              Deposit Insurance Act (12 U.S.C. 1813).

    (i)  / /  A church plan that is excluded from the definition of an
              investment company under section 3(c)14) of the Investment
              Company Act of 1940 (15 U.S.C. 80a-3).

    (j)  / /  Group, in accordance with section 240.13d-1(b)(1)(ii)(J).

                 Not Applicable
                 --------------


ITEM 4.  OWNERSHIP

    Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.

    (a) Amount beneficially owned:

        10,430,728(#)
        -------------

    (b) Percent of class:

        51.91%
        ------

    (c) Number of shares as to which the person has:

          (i) Sole power to vote or to direct the vote

                9,930,728
                ---------

         (ii) Shared power to vote or to direct the vote

                500,000
                -------

        (iii) Sole power to dispose or to direct the disposition of

                9,930,728
                ---------

         (iv) Shared power to dispose or to direct the disposition of

                500,000
                -------

(#) Excludes 32,101 shares owned by Reporting Person's Spouse.


                                       4

<PAGE>


ITEM 5.  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

    If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following.  / /

         Not Applicable
         --------------


ITEM 6.  OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

         Not Applicable
         --------------


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
         --------------


    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:  February 10, 2000
       -----------------              ----------------------------------------
                                                   JAMES K. SCHULER



                                       5


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission