<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Weeks Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
94856P10-2
(CUSIP Number)
William J. Henrich, Jr., Esq.,
Dilworth, Paxson, Kalish & Kauffman LLP
3200 Mellon Bank Center, 1735 Market Street
Philadelphia, PA 19103-7595
(215) 575-7080
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
June 17, 1997
(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|_|. (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).
<PAGE> SCHEDULE 13D
CUSIP No. 94856P10-2
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Annenberg Foundation
I.R.S. Identification #23-6257083
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) | |
(b) | |
3. SEC USE ONLY
4. SOURCE OF FUNDS*
00
The shares were purchased from funds of The Annenberg Foundation
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
| |
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Organized in the Commonwealth of Pennsylvania as a nonprofit stock
corporation
7. SOLE VOTING POWER
NUMBER OF
SHARES 636,000 Shares
BENEFICIALLY
OWNED BY 8. SHARED VOTING POWER
EACH
REPORTING 0
PERSON
WITH 9. SOLE DISPOSITIVE POWER
636,000 Shares
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
636,000 Shares held in the name of The Annenberg Foundation
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
| |
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.60%
14. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No. 94856P10-2
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Walter H. Annenberg; Social Security ####-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) | |
(b) |X|
3. SEC USE ONLY
4. SOURCE OF FUNDS*
00
The shares were purchased from funds of The Annenberg Foundation
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 of America
7. SOLE VOTING POWER
NUMBER OF
SHARES 636,000 Shares
BENEFICIALLY
OWNED BY 8. SHARED VOTING POWER
EACH
REPORTING 0
PERSON
WITH 9. SOLE DISPOSITIVE POWER
636,000 Shares
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
636,000 Shares held in the name of The Annenberg Foundation
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
| |
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.60%
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
AMENDMENT NO. 3
TO
STATEMENT ON SCHEDULE 13D
Item 1. Security and Issuer
This Amendment No. 3 to Statement on Schedule 13D (the "Statement")
relates to shares of common stock, par value $.01 per share (the "Common
Stock"), of Weeks Corporation, a Georgia corporation (the "Issuer"). The
principal executive offices of the Issuer are located at 4497 Park Drive,
Norcross, Georgia 30093.
Item 2. Identity and Background
1. Set forth below is certain information concerning Walter H.
Annenberg, a reporting person filing this Statement ("Annenberg").
(a) Name: Walter H. Annenberg
(b) Business Address:
St. Davids Center, Suite A-200
150 Radnor-Chester Road
St. Davids, PA 19087
(c) Principal Occupation: Private foundation executive, private
investor and trustee
(d), (e) Legal Proceedings: During the last five years, Annenberg (i)
has not been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors); and (ii) has
not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a
result of such proceeding, was or is subject to a 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) Citizenship: Annenberg is a citizen of the United States of
America.
2. Set forth below is certain information concerning The Annenberg
Foundation, an additional reporting person filing this Statement (the
"Foundation").
(a) Name/Place of Organization: The Annenberg
Foundation, a Pennsylvania nonprofit stock corporation.
(b) Business Address:
St. Davids Center, Suite A-200
150 Radnor-Chester Road
St. Davids, PA 19087
(c) Not applicable.
(d), (e) Legal Proceedings: During the last five years, the
Foundation (i) has not been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors); and (ii) has not been a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction and, as a result of such proceeding, was or is
subject to a 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) Not applicable.
The Foundation is a Pennsylvania nonprofit stock corporation whose
sole stockholder and sole Director is Annenberg. The business and affairs
of the Foundation are managed by or under the direction of its Board of
Directors. Annenberg is also sole Director, Chairman and President of the
Foundation. As a result, for purposes of Section 13(d) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act") and this
Statement, Annenberg may be deemed to be the beneficial owner of the
636,000 shares of Common Stock of the Issuer held by the Foundation.
<PAGE>
Item 5. Interest in Securities of the Issuer
Item 5 is hereby amended in its entirety to read as follows:
(a) As of the close of business on June 17, 1997, The Annenberg
Foundation ceased to be a beneficial owner of five percent or more of the
Common Stock of the Issuer and accordingly will not be filing additional
Schedule 13D Amendments with respect thereto. As of June 25, 1997, The
Annenberg Foundation owned a total of 636,000 shares of Common Stock. Such
shares constitute approximately 3.60% of the 17,682,288 shares of Common
Stock of the Issuer outstanding as of June 11, 1997 as advised by the
Issuer.
(b) In his capacities as Chairman, President, sole Director and sole
stockholder of the Foundation, Annenberg has sole power to vote or to
direct the vote of, and to dispose of or to direct the disposition of, all
636,000 shares of Common Stock reported in this Statement as held by the
Foundation.
(c) The following table sets forth all transactions in the Common
Stock that were effected during the past sixty days by the Reporting
Persons in each case by The Annenberg Foundation:
<TABLE>
<CAPTION>
Sale No. of Price
Date Shares Per Share
<C> <C> <C>
6/16/97 46,500 $31.50
6/17/97 83,000 $31.43
6/18/97 40,500 $31.39
6/19/97 20,000 $31.24
6/23/97 114,000 $31.45
</TABLE>
(d) The Foundation has the sole right to receive and the sole power,
acting through Annenberg, to direct the receipt of dividends from, or the
proceeds from the sale of, the shares of Common Stock of the Issuer
reported herein as held by the Foundation.
(e) Not applicable.
<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: June 27, 1997
Walter H. Annenberg,
individually and as Chairman,
President and sole Director of
The Annenberg Foundation
