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SCHEDULE 13D
UNITED THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)(1) )*
Rural/Metro Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities
781748 10 8
(CUSIP Number)
Robert E. Ramsey, Jr., 222 East Main, Mesa, Arizona 85201 (602) 665-7203
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 12, 1998
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),
check the following box. [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
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*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).
CUSIP No. 781748 10 8
1. Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only).
Robert E. Ramsey, Jr.
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3. SEC Use Only
4. Source of Funds (See Instructions) PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
6. Citizenship or Place of Organization United States
Number of Shares
Beneficially 7. Sole Voting Power 493,523
Owned by Each
Reporting Person 8. Shared Voting Power 315,253
With
9. Sole Dispositive Power 493,523
10. Shared Dispositive Power 315,253
11. Aggregate Amount Beneficially Owned by Each Reporting Person
493,523
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) X
13. Percent of Class Represented by Amount in Row (11)
Approximately 3.4%
14. Type of Reporting Person (See Instructions)
IN
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ITEM 1. SECURITY AND ISSUER
Title of Class of Equity Security: Common Stock
Principal Executive Offices of Issuer:
Rural/Metro Corporation
8401 East Indian School Road
Scottsdale, Arizona 85251
ITEM 2. IDENTITY AND BACKGROUND
(a) Name: Robert E. Ramsey, Jr.
(b) Business Address: 2398 East Camelback Road, #340, Phoenix,
Arizona 85016-9001
(c) Present principal occupation or employment and the name,
principal business and address of any corporation or other
organization in which such employment is conducted:
President
The Ramsey Community Services Foundation
2398 East Camelback Road, #340
Phoenix, Arizona 85016-9001
(d) None.
(e) None.
(f) United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Personal funds.
ITEM 4. PURCHASE OF TRANSACTION
The Reporting Person holds the Common Stock described in Item 1 for investment
purposes.
(a) through (j) - Not Applicable.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Reporting Person beneficially owns 493,523 shares of
Common Stock representing approximately 3.4% of the Issuer's
outstanding Common Stock. This amount includes 41,250 shares
of Common Stock issuable to the Reporting Person pursuant to
stock options that may be exercised within 60 days of February
14, 2000.
(b) Sole Power to Vote: 493,523 shares of Common Stock
Shared Power to Vote: 315,253 (Ramsey SW Revocable Trust)
Sole Power to Dispose: 493,532 shares of Common Stock
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Shared Power to Vote: 315,253
(c) Since the date of the filing of the last Schedule 13(D), the
Reporting Person has effected the following sale transactions
of the Issuer's Common Stock:
<TABLE>
<CAPTION>
Shares of Common Beneficial
Date Stock Ownership
<S> <C> <C> <C>
Common Stock beneficially owned, December 29, 1999 971,276
9/3/99 137,500
9/3/99 315,253
452,753
-------
Common Stock beneficially owned, February 14, 2000 493,523
</TABLE>
(d) Not applicable.
(e) Pursuant to sale transactions beginning on September 3, 1999, the Reporting
Person ceased to be the beneficial owner of more than five percent of the
Issuer's outstanding Common Stock.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AND EXHIBITS
Exhibit 1 - Employment Agreement by and between Robert E. Ramsey, Jr. and
Rural/Metro Corporation. (1)
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Exhibit 1
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
The following shall be filed as exhibits: copies of written agreements relating
to the filing of joint acquisition statements as required by Section
240.13d-1(k) and copies of all written agreements, contracts, arrangements,
understandings, plans or proposals relating to: (1) the borrowing of funds to
finance the acquisition as disclosed in Item 3; (2) the acquisition of issuer
control, liquidation, sale of assets, merger, or change in business or
corporate structure or any other matters as disclosed in Item 4; and (3) the
transfer or voting of the securities, finder's fees, joint ventures, options,
puts, calls, guarantees of loans, guarantees against loss or of profit, or the
giving or withholding of any proxy as disclosed in Item 6.
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.
February 14, 2000
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Date
/s/ Robert E. Ramsey, Jr.
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Signature
Robert E. Ramsey, Jr.
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Name/Title
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement; provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
