RURAL METRO CORP /DE/
SC 13G, 2000-04-06
LOCAL & SUBURBAN TRANSIT & INTERURBAN HWY PASSENGER TRANS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                  SCHEDULE 13G

            INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                               (AMENDEMNT NO. )*


                            RURAL/METRO CORPORATION
                          -----------------------------
                                (Name of Issuer)

                                  Common Stock
                         ------------------------------
                         (Title of Class of Securities)

                                   781748108
                                 --------------
                                 (CUSIP Number)

                                 April 3, 2000
             -------------------------------------------------------
             (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>
                                  SCHEDULE 13G
- ---------------------                                          -----------------
CUSIP NO. 781748108                                            Page 2 of 5 Pages
- ---------------------                                          -----------------

1  NAMES OF REPORTING PERSONS
   S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS

   Mark S. Howells
   -----------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                  (a) [ ]
                                                                      (b) [ ]
   -----------------------------------------------------------------------------
3  SEC USE ONLY

   -----------------------------------------------------------------------------
4  CITIZENSHIP OR PLACE OF ORGANIZATION

   USA
   -----------------------------------------------------------------------------
                 5  SOLE VOTING POWER
                    800,000
    NUMBER OF       ------------------------------------------------------------
     SHARES      6  SHARED VOTING POWER
   BENEFICIALLY     0
    OWNED BY        ------------------------------------------------------------
      EACH       7  SOLE DISPOSITIVE POWER
    REPORTING       800,000
     PERSON         ------------------------------------------------------------
      WITH       8  SHARED DISPOSITIVE POWER
                    0
                    ------------------------------------------------------------
9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

   800,000
   ----------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]


   -----------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    5.49%
   -----------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*

   IN
   -----------------------------------------------------------------------------
<PAGE>
                                  SCHEDULE 13G
- ---------------------                                          -----------------
CUSIP NO. 781748108                                            Page 3 of 5 Pages
- ---------------------                                          -----------------

Schedule  13G of Mark S. Howell with  respect to the common  stock (the  "Common
Shares") of Rural/Metro Corporation (the "Company").

ITEM 1(a) NAME OF ISSUER:

          Rural/Metro Corporation

ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

          8401 East Indian School Road, Scottsdale, Arizona 85251

ITEM 2(a) NAME OF PERSON FILING:

          Mark S. Howells

ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

          2390 Camelback Road, No. 318, Phoenix, Arizona 85016

ITEM 2(c) CITIZENSHIP:

          USA

ITEM 2(d) TITLE OF CLASS OF SECURITIES:

          Common Stock

ITEM 2(e) CUSIP NUMBER:

          781748108

ITEM 3    IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B)
          or (C), CHECK WHETHER THE PERSON FILING IS A:

          (a)( ) Broker or Dealer  registered under Section 15 of the Securities
                 Exchange Act of 1934 (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 of 1940
          (e)( ) An investment adviser in accordance with Rule 13d-1(b)(1)
                 (ii)(E);
          (f)( ) An employee benefit plan or endowment fund in accordance with
                 Rule 13d-1(b)(1)(ii)(F);
          (g)( ) A parent holding company or control person in accordance with
                 Rule 13d-1(b)(1)(ii)(G);
          (h)( ) A savings association as defined in Section 3(b) of the Federal
                 Deposit Insurance Act;
<PAGE>
                                  SCHEDULE 13G
- ---------------------                                          -----------------
CUSIP NO. 781748108                                            Page 4 of 5 Pages
- ---------------------                                          -----------------

          (i)( ) A  church  plan that is excluded from the  definition  of  an
                 investment company under Section  3(c)(14)  of  the  Investment
                 Company Act;
          (j)( ) A Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

          If this statement is filed pursuant to Rule 13d-1(c), check this
          box. [X]

ITEM 4. OWNERSHIP

     (a)  Amount Beneficially Owned:

          800,000

     (b)  Percentage  of Class:

          5.49%  (based  on  the  14,577,439   Common  Shares   reported  to  be
          outstanding  in the  Company's  Quarterly  Report on Form 10-Q for the
          quarter ended September 30, 1999).

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

          (i)  sole power to vote or to direct the vote: 800,000
          (ii) shared power to vote or to direct the vote: 0
          (iii) sole power to dispose or to direct the disposition of: 800,000
          (iv) shared power to dispose 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

        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.
<PAGE>
                                  SCHEDULE 13G
- ---------------------                                          -----------------
CUSIP NO. 781748108                                            Page 5 of 5 Pages
- ---------------------                                          -----------------

ITEM 10. CERTIFICATION. (if filing pursuant to Rule 13d-1(c))

         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.


                                    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.

                                        Dated: April 6, 2000

                                        MARK S. HOWELLS

                                        By: /s/ Mark S. Howells
                                            ------------------------------------
                                            Mark S. Howells


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