<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 10)*
AMERICAN STORES COMPANY
(Name of Issuer)
COMMON STOCK ($1.00 PAR VALUE)
(Title of Class of Securities)
030096 10 1
(CUSIP Number)
Meredith M. Brown, Esq.
Debevoise & Plimpton
875 Third Avenue
New York, New York 10022
(212) 909-6000
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
April 8, 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 less than five percent 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> 2
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
LENNIE SAM SKAGGS
S.S. NO.: ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
2
<PAGE> 3
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
ALINE W. SKAGGS
S.S. NO.: ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
3
<PAGE> 4
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
SIX S RANCH, INC.
I.D. NO.: 82-0466253
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
ID
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
4
<PAGE> 5
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
ALSAM FOUNDATION
I.D. NO.: 74-2364289
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
5
<PAGE> 6
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
SKAGGS FAMILY FOUNDATION FOR ROMAN CATHOLIC AND
COMMUNITY CHARITIES
I.D. NO.: 87-0530600
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
6
<PAGE> 7
*SEE INSTRUCTIONS BEFORE FILLING OUT!
7
<PAGE> 8
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
SKAGGS INSTITUTE FOR RESEARCH
I.D. NO.: 87-0549234
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
8
<PAGE> 9
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
CLAUDIA SKAGGS LUTTRELL
S.S. NO.: ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
9
<PAGE> 10
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
LYNDA SUE SKAGGS BALUKOFF
S.S. NO.: ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
10
<PAGE> 11
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, AS TRUSTEE, UA DTD 8/30/96 WITH
L.S. SKAGGS, THE L.S. SKAGGS & ALINE W. SKAGGS CHARITABLE
REMAINDER UNITRUST #1
I.D. NO.: 36-7159695
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
11
<PAGE> 12
*SEE INSTRUCTIONS BEFORE FILLING OUT!
12
<PAGE> 13
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, AS TRUSTEE, UA DTD 1/17/97 WITH
L.S. SKAGGS, THE L.S. SKAGGS & ALINE W. SKAGGS CHARITABLE
REMAINDER UNITRUST #2
I.D. NO.: 36-7170579
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
13
<PAGE> 14
*SEE INSTRUCTIONS BEFORE FILLING OUT!
14
<PAGE> 15
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, AS TRUSTEE, UA DTD 8/26/96 WITH
L.S. SKAGGS, THE LYNDA SUE BALUKOFF CHARITABLE REMAINDER
UNITRUST #1
I.D. NO.: 36-7165651
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
15
<PAGE> 16
*SEE INSTRUCTIONS BEFORE FILLING OUT!
16
<PAGE> 17
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 7/6/71
WITH CLAUDIA RAE SKAGGS (LUTTRELL) THE CLAUDIA SKAGGS
(LUTTRELL) PERSONAL TRUST
I.D. NO.: 87-6150544
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
17
<PAGE> 18
*SEE INSTRUCTIONS BEFORE FILLING OUT!
18
<PAGE> 19
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, AS TRUSTEE, UA DTD 8/30/96 WITH
L.S. SKAGGS, THE CLAUDIA SKAGGS LUTTRELL CHARITABLE REMAINDER
UNITRUST #1
I.D. NO.: 36-7159697
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
19
<PAGE> 20
*SEE INSTRUCTIONS BEFORE FILLING OUT!
20
<PAGE> 21
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, AS TRUSTEE, UA DTD 1/17/97 WITH
L.S. SKAGGS, THE CLAUDIA SKAGGS LUTTRELL CHARITABLE REMAINDER
UNITRUST #2
I.D. NO.: 36-7170581
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
21
<PAGE> 22
*SEE INSTRUCTIONS BEFORE FILLING OUT!
22
<PAGE> 23
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 2/2/66
WITH VIVIAN SKAGGS ARMSTRONG, FOR THE BENEFIT OF CLAUDIA
SKAGGS (LUTTRELL)
I.D. NO.: 87-6175803
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
23
<PAGE> 24
*SEE INSTRUCTIONS BEFORE FILLING OUT!
24
<PAGE> 25
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 5/21/75
WITH DONALD LENNIE SKAGGS, THE DONALD LENNIE SKAGGS PERSONAL
TRUST
I.D. NO.: 87-6167270
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
25
<PAGE> 26
*SEE INSTRUCTIONS BEFORE FILLING OUT!
26
<PAGE> 27
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, AS TRUSTEE, UA DTD 8/26/96 WITH
L.S. SKAGGS, THE DON L. SKAGGS CHARITABLE REMAINDER UNITRUST
#1
I.D. NO.: 36-7159696
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
27
<PAGE> 28
*SEE INSTRUCTIONS BEFORE FILLING OUT!
28
<PAGE> 29
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, AS TRUSTEE, UA DTD 1/17/97 WITH
L.S. SKAGGS, THE DON L. SKAGGS CHARITABLE REMAINDER UNITRUST
#2
I.D. NO.: 36-7170580
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
29
<PAGE> 30
*SEE INSTRUCTIONS BEFORE FILLING OUT!
30
<PAGE> 31
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 2/2/66
WITH VIVIAN SKAGGS ARMSTRONG, FOR THE BENEFIT OF DON L. SKAGGS
I.D. NO.: 87-6175804
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
31
<PAGE> 32
*SEE INSTRUCTIONS BEFORE FILLING OUT!
32
<PAGE> 33
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 2/2/66
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF MARK STANLEY
SKAGGS
I.D. NO.: 87-6175807
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
33
<PAGE> 34
*SEE INSTRUCTIONS BEFORE FILLING OUT!
34
<PAGE> 35
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 11/23/83
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF RICHELLE ANN
SKAGGS, AGE 30 TRUST
I.D. NO.: 87-6193267
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
35
<PAGE> 36
*SEE INSTRUCTIONS BEFORE FILLING OUT!
36
<PAGE> 37
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 11/23/83
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF DUSTIN LENNIE
SKAGGS, AGE 30 TRUST
I.D. NO.: 87-6193268
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
37
<PAGE> 38
*SEE INSTRUCTIONS BEFORE FILLING OUT!
38
<PAGE> 39
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 11/23/83
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF JENNIFER RAE
LUTTRELL, AGE 30 TRUST
I.D. NO.: 87-6193262
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
39
<PAGE> 40
*SEE INSTRUCTIONS BEFORE FILLING OUT!
40
<PAGE> 41
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 11/23/83
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF JUSTIN DALLAS
LUTTRELL, AGE 30 TRUST
I.D. NO.: 87-6193263
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
41
<PAGE> 42
*SEE INSTRUCTIONS BEFORE FILLING OUT!
42
<PAGE> 43
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 11/23/83
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF MINDY STANA
SKAGGS, AGE 30 TRUST
I.D. NO.: 87-6193265
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
43
<PAGE> 44
*SEE INSTRUCTIONS BEFORE FILLING OUT!
44
<PAGE> 45
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 11/23/83
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF STEPHEN A.
SKAGGS, AGE 30 TRUST
I.D. NO.: 87-6202252
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
45
<PAGE> 46
*SEE INSTRUCTIONS BEFORE FILLING OUT!
46
<PAGE> 47
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, SUCCESSOR TRUSTEE, UA DTD 11/23/83
WITH VIVIAN SKAGGS ARMSTRONG FOR THE BENEFIT OF LOY LEANA
SKAGGS, AGE 30 TRUST
I.D. NO.: 87-6193266
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
47
<PAGE> 48
*SEE INSTRUCTIONS BEFORE FILLING OUT!
48
<PAGE> 49
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THE NORTHERN TRUST COMPANY, TRUSTEE UA DTD 1/29/97 WITH LYNDA
SUE SKAGGS BALUKOFF, THE LYNDA SUE SKAGGS BALUKOFF CHARITABLE
REMAINDER TRUST #2
I.D. NO.: 36-7170599
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
49
<PAGE> 50
*SEE INSTRUCTIONS BEFORE FILLING OUT!
50
<PAGE> 51
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, SUCCESSOR TRUSTEE, UA, DTD 9/13/68 WITH LYNDA SUE
SKAGG SBALUKOFF) THE LYNDA SUE SKAGGS (BALUKOFF) PERSONAL
TRUST
I.D. NO.: 87-6175805
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
51
<PAGE> 52
*SEE INSTRUCTIONS BEFORE FILLING OUT!
52
<PAGE> 53
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, SUCCESSOR TRUSTEE UA, DTD 2/2/66 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF LYNDA SUE SKAGGS (BALUKOFF)
I.D. NO.: 87-6133238
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
53
<PAGE> 54
*SEE INSTRUCTIONS BEFORE FILLING OUT!
54
<PAGE> 55
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF DAVID PAUL LANGTON
LIFETIME TRUST
I.D. NO.: 87-6216914
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
55
<PAGE> 56
*SEE INSTRUCTIONS BEFORE FILLING OUT!
56
<PAGE> 57
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF DAVID PAUL LANGTON, AGE
30 TRUST
I.D. NO.: 87-6193255
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
57
<PAGE> 58
*SEE INSTRUCTIONS BEFORE FILLING OUT!
58
<PAGE> 59
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF MELISSA RAE LANGTON
LIFETIME TRUST
I.D. NO.: 87-6216915
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
59
<PAGE> 60
*SEE INSTRUCTIONS BEFORE FILLING OUT!
60
<PAGE> 61
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF MELISSA RAE LANGTON, AGE
30 TRUST
I.D. NO.: 87-6193256
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
61
<PAGE> 62
*SEE INSTRUCTIONS BEFORE FILLING OUT!
62
<PAGE> 63
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF SHERRI LYN BALUKOFF
LIFETIME TRUST
I.D. NO.: 87-6216916
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
63
<PAGE> 64
*SEE INSTRUCTIONS BEFORE FILLING OUT!
64
<PAGE> 65
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF SHERRI LYN BALUKOFF, AGE
30 TRUST
I.D. NO.: 87-6193257
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
65
<PAGE> 66
*SEE INSTRUCTIONS BEFORE FILLING OUT!
66
<PAGE> 67
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF JENIFER BALUKOFF LIFETIME
TRUST
I.D. NO.: 87-6216917
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
67
<PAGE> 68
*SEE INSTRUCTIONS BEFORE FILLING OUT!
68
<PAGE> 69
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF JENIFER BALUKOFF, AGE 30
TRUST
I.D. NO.: 87-6193258
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
69
<PAGE> 70
*SEE INSTRUCTIONS BEFORE FILLING OUT!
70
<PAGE> 71
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF ANTHONY JOSEPH BALUKOFF,
JR. LIFETIME TRUST
I.D. NO.: 87-6217169
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
71
<PAGE> 72
*SEE INSTRUCTIONS BEFORE FILLING OUT!
72
<PAGE> 73
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF ANTHONY JOSEPH BALUKOFF,
JR., AGE 30
TRUST
I.D. NO.: 87-6193259
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
73
<PAGE> 74
*SEE INSTRUCTIONS BEFORE FILLING OUT!
74
<PAGE> 75
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF STEPHEN R. BALUKOFF
LIFETIME TRUST
I.D. NO.: 87-6217170
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
75
<PAGE> 76
*SEE INSTRUCTIONS BEFORE FILLING OUT!
76
<PAGE> 77
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF STEPHEN R. BALUKOFF, AGE
30 TRUST
I.D. NO.: 87-6193260
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
77
<PAGE> 78
*SEE INSTRUCTIONS BEFORE FILLING OUT!
78
<PAGE> 79
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF KAREN MARIE BALUKOFF
LIFETIME TRUST
I.D. NO.: 87-6217171
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
79
<PAGE> 80
*SEE INSTRUCTIONS BEFORE FILLING OUT!
80
<PAGE> 81
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF KAREN MARIE BALUKOFF, AGE
30 TRUST
I.D. NO.: 87-6193261
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
81
<PAGE> 82
*SEE INSTRUCTIONS BEFORE FILLING OUT!
82
<PAGE> 83
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF SAM ALYN BALUKOFF
LIFETIME TRUST
I.D. NO.: 87-6217185
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
83
<PAGE> 84
*SEE INSTRUCTIONS BEFORE FILLING OUT!
84
<PAGE> 85
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS SUCCESSOR TRUSTEE, UA DTD. 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF SAM ALYN BALUKOFF, AGE 30
TRUST
I.D. NO.: 87-6199796
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UT
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
85
<PAGE> 86
*SEE INSTRUCTIONS BEFORE FILLING OUT!
86
<PAGE> 87
SCHEDULE 13D
CUSIP No. 030096 10 1
1 NAMES OF REPORTING PERSONS
SS. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
U.S. BANK, AS TRUSTEE, UA DTD. 2/13/97 WITH LINDA SUE SKAGGS
BALUKOFF, THE BALUKOFF CHARITABLE REMAINDER TRUST
I.D. NO.:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00 - NO FUNDS UTILIZED FOR ACQUISITION
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
ID
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
OO
87
<PAGE> 88
*SEE INSTRUCTIONS BEFORE FILLING OUT!
88
<PAGE> 89
This Amendment No. 10 to Schedule 13D amends the Schedule 13D filed by
Lennie Sam Skaggs and Aline W. Skaggs, husband and wife, and the ALSAM Trust,
formerly called the Lennie Sam and Aline Wilmot Skaggs Family Trust, as
previously amended. The filing of this Schedule 13D shall not be construed as an
admission that the Reporting Persons (as such term is defined in Amendment No. 8
to Schedule 13D) or the U.S. Trusts (as such term is defined in Amendment No. 9
to Schedule 13D) are, for the purposes of section 13(d) or 13(g) of the
Securities Exchange Act of 1934, as amended, the beneficial owners of any
securities covered by this Schedule 13D.
Item 4 of the Schedule 13D, "Purpose of Transaction," is hereby amended to
add the following:
On April 8, 1997, the transactions contemplated by the Stock
Purchase Agreement and the Registration Rights Agreement were consummated. As a
result none of the reporting persons owns any shares of Common Stock of the
Company.
Item 5 of the Schedule 13D, "Interest in Securities of the Issuer," is
hereby restated in its entirety as follows:
Item 5. Interest in Securities of the Issuer:
(a) Each person named in Item 2 beneficially owns no shares
of Common Stock of the Company, equaling 0.0% of the
class.
(b) There are no shares of Common Stock of the Company over
which each such person has either sole power to vote or
to direct the vote, shared power to vote or to direct
the vote, sole power to dispose or to direct the
disposition or shared power to dispose or to direct the
disposition.
(c) See the response to Item 4 above.
(d) Not applicable.
(e) Each of the reporting persons who owned more than five
percent of the shares of Common Stock of the Company
ceased to be the beneficial owner of more than five
percent of the shares of Common Stock of the Company on
April 8, 1997.
Item 6 of the Schedule 13D, "Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer," is hereby amended
to add the following:
On April 8, 1997, the transactions contemplated by the Stock
Purchase Agreement, Registration Rights Agreement and Letter Agreement were
consummated.
89
<PAGE> 90
SIGNATURES
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 10, 1997.
/s/ Lennie Sam Skaggs
-------------------------------
LENNIE SAM SKAGGS, individually
/s/ Aline W. Skaggs
-----------------------------
ALINE W. SKAGGS, individually
SIX S RANCH, INC.
By: /s/ Michael T. Miller
-------------------------
Name: Michael T. Miller
Title: Vice President
ALSAM FOUNDATION
By: /s/ Michael T. Miller
-------------------------
Name: Michael T. Miller
Title: President and Executive
Director
SKAGGS FAMILY FOUNDATION FOR ROMAN
CATHOLIC AND COMMUNITY CHARITIES
By: /s/ J. Terrence Fitzgerald
-------------------------------
Name: J. Terrence Fitzgerald
Title: President
SKAGGS INSTITUTE FOR RESEARCH
By: /s/ Richard A. Lerner
-------------------------
Name: Richard A. Lerner
Title: President
/s/ Claudia Skaggs Luttrell
---------------------------
CLAUDIA SKAGGS LUTTRELL, individually
<PAGE> 91
/s/ Lynda Sue Skaggs Balukoff
-----------------------------
LYNDA SUE SKAGGS BALUKOFF,
individually
THE NORTHERN TRUST COMPANY, AS
TRUSTEE, UA DTD 8/30/96 WITH L.S.
SKAGGS, THE L.S. SKAGGS & ALINE W.
SKAGGS CHARITABLE REMAINDER
UNITRUST #1
By: /s/ Arthur W. Gergets
------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, AS
TRUSTEE, UA DTD 1/17/97 WITH L.S.
SKAGGS, THE L.S. SKAGGS & ALINE W.
SKAGGS CHARITABLE REMAINDER
UNITRUST #2
By: /s/ Arthur W. Gergets
-----------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, AS
TRUSTEE, UA DTD 8/26/96 WITH L.S.
SKAGGS, THE LYNDA SUE BALUKOFF
CHARITABLE REMAINDER UNITRUST #1
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 7/6/71 WITH CLAUDIA
SKAGGS (LUTTRELL) THE CLAUDIA SKAGGS
(LUTTRELL) PERSONAL TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, AS
TRUSTEE, UA DTD 8/30/96 WITH L.S.
SKAGGS, THE CLAUDIA
<PAGE> 92
SKAGGS LUTTRELL CHARITABLE RnEMAINDER
UNITRUST #1
By: /s/ Arthur W. Gergets
------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, AS
TRUSTEE, UA DTD 1/17/97 WITH L.S.
SKAGGS, THE CLAUDIA SKAGGS LUTTRELL
CHARITABLE REMAINDER
UNITRUST #2
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 2/2/66 WITH VIVIAN
SKAGGS ARMSTRONG, FOR THE BENEFIT OF
CLAUDIA SKAGGS (LUTTRELL)
By: _________________________
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 5/21/75 WITH DONALD
LENNIE SKAGGS THE DONALD LENNIE SKAGGS
PERSONAL TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, AS
TRUSTEE, UA DTD 8/26/96 WITH L.S.
SKAGGS, THE DON L. SKAGGS CHARITABLE
REMAINDER UNITRUST #1
By: /s/ Arthur W. Gergets
------------------------
Name: Arthur W. Gergets
Title: Vice President
<PAGE> 93
THE NORTHERN TRUST COMPANY, AS
TRUSTEE, UA DTD 1/17/96 WITH L.S.
SKAGGS, THE DON L. SKAGGS CHARITABLE
REMAINDER UNITRUST #2
By: /s/ Arthur W. Gergets
------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 2/2/66 WITH VIVIAN
SKAGGS ARMSTRONG, FOR THE BENEFIT OF
DON L. SKAGGS
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 2/2/66 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
MARK STANLEY SKAGGS
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
RICHELLE ANN SKAGGS, AGE 30 TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
DUSTIN LENNIE SKAGGS, AGE 30 TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
<PAGE> 94
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
JENNIFER RAE LUTTRELL, AGE 30 TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
JUSTIN DALLAS LUTTRELL, AGE 30 TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
MINDY STANA SKAGGS, AGE 30 TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
STEPHEN A. SKAGGS, AGE 30 TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
94
<PAGE> 95
THE NORTHERN TRUST COMPANY, SUCCESSOR
TRUSTEE, UA DTD 11/23/83 WITH VIVIAN
SKAGGS ARMSTRONG FOR THE BENEFIT OF
LOY LEANA SKAGGS, AGE 30 TRUST
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
THE NORTHERN TRUST COMPANY, TRUSTEE
UA DTD 1/29/97 WITH LYNDA SUE SKAGGS
BALUKOFF, THE LYNDA SUE SKAGGS
BALUKOFF CHARITABLE REMAINDER TRUST #2
By: /s/ Arthur W. Gergets
-------------------------
Name: Arthur W. Gergets
Title: Vice President
U.S. BANK, SUCCESSOR TRUSTEE, UA. DTD
9/13/68 WITH LYNDA SUE SKAGGS
(BALUKOFF) THE LYNDA SUE SKAGGS
(BALUKOFF) PERSONAL TRUST
By: /s/ Michael W. Sullivan
--------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, SUCCESSOR TRUSTEE UA DTD
2/2/66 WITH VIVIAN SKAGGS ARMSTRONG
FOR THE BENEFIT OF LYNDA SUE SKAGGS
(BALUKOFF)
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, SUCCESSOR TRUSTEE, UA DTD
11/23/83 WITH VIVIAN SKAGGS ARMSTRONG
FOR THE BENEFIT OF DAVID P. LANGTON
LIFETIME TRUST
By: /s/ Michael W. Sullivan
------------------------
Name: Michael W. Sullivan
95
<PAGE> 96
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF DAVID
PAUL LANGTON, AGE 30 TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF MELISSA
RAE LANGTON LIFETIME TRUST
By: /s/ Michael W. Sullivan
---------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF MELISSA
RAE LANGTON, AGE 30 TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
96
<PAGE> 97
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF SHERRI
LYN BALUKOFF LIFETIME TRUST
By: /s/ Michael W. Sullivan
-----------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF SHERRI
LYN BALUKOFF, AGE 30 TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF JENIFER
BALUKOFF LIFETIME TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF JENIFER
BALUKOFF, AGE 30 TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
97
<PAGE> 98
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF ANTHONY
JOSEPH BALUKOFF, JR. LIFETIME TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF ANTHONY
JOSEPH BALUKOFF, JR., AGE 30 TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF STEPHEN
R. BALUKOFF LIFETIME TRUST
By: /s/ Michael W. Sullivan
---------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/93 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF STEPHEN
R. BALUKOFF, AGE 30 TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
98
<PAGE> 99
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF KAREN
MARIE BALUKOFF LIFETIME TRUST
By: /s/ Michael W. Sullivan
---------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE, UA
DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF KAREN
MARIE BALUKOFF, AGE 30
TRUST
By: /s/ Michael W. Sullivan
---------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE,
UA DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF SAM ALYN
BALUKOFF LIFETIME TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
U.S. BANK, AS SUCCESSOR TRUSTEE,
UA DTD 11/23/83 WITH VIVIAN SKAGGS
ARMSTRONG FOR THE BENEFIT OF SAM ALYN
BALUKOFF, AGE 30 TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
99
<PAGE> 100
U.S. BANK, AS TRUSTEE, UA DTD 2/13/97
WITH LINDA SUE SKAGGS BALUKOFF, THE
BALUKOFF CHARITABLE REMAINDER TRUST
By: /s/ Michael W. Sullivan
-------------------------
Name: Michael W. Sullivan
Title: Vice President
100
