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Previous: MCLEODUSA INC, 4, 1998-11-10 |
Next: MCLEODUSA INC, 3, 1998-11-10 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
( ) Check this box if no longer subject to Section 16. Form 4 or
Form 5 obligations may continue. See Instructions 1(b).
1. Name and Address of Reporting Person:
Mary Lee Sparks
2438 Campbell Road, N.W.
Albuquerque, New Mexico 87104
U.S.A.
2. Issuer Name and Ticker or Trading Symbol:
McLeodUSA Incorporated
MCLD
3. IRS or Social Security Number of Reporting Person (Voluntary):
4. Statement for Month/Year:
October 1998
5. If Amendment, Date of Original (Month/Year):
6. Relationship of Reporting Person(s) to Issuer (Check all
applicable):
( ) Director ( ) 10% Owner ( ) Officer (give title below) (x)
Other (specify below)
Member of 13(d) group owning more than 10%
7. Individual or Joint/Group Filing (Check Applicable Line):
( ) Form filed by One Reporting Person
(x) Form filed by More than One Reporting Person
<PAGE>
Table I -- Non-Derivative Securities Acquired,
Disposed of, or Beneficially Owned
<TABLE>
<CAPTION>
5.
Amount of 6.
Securities Ownership 7.
2. Beneficially Form: Nature
1. Transaction 3. 4. Owned at End Direct (D) of Indirect
Title of Date Transaction Securities Acquired (A) or of Month or Indirect Beneficial
Security (Month / Code Disposed of (D) (Instr. 3 (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 and 5) and 4) (Instr. 4) (Instr. 4)
- ---------- ----------- ------------ ----------------------------- ------------ ----------- ----------
Code V Amount (A)or(D) Price
---- --- ------ -------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Class A 10/27/98 J* 250,000 (1) A 250,000 (1) I By Barbara S.
Common Stock Federico 1998
Spouse CRUT
dated October
27, 1998
10/27/98 J* 200,000 (2) A 200,000 (2) I By Anne S.
Whitten 1998
Spouse NIM-
CRUT dated
October 27,
1998
10/27/98 J* 75,000 (3) A 75,000 (3) I By John W.
Sparks 1998
Spouse NIM-
CRUT dated
October 27,
1998
10/27/98 J* 175,000 (4) A 175,000 (4) I By John W.
Sparks 1998
Spouse CRUT
dated October
27, 1998
10/27/98 J* 250,000 (5) A 250,000 (5) I By Christina
S. Duncan 1998
Spouse CRUT
dated October
27, 1998
22,360 (6) D
22,360 (7) D
22,359 (8) D
22,359 (9) D
96,678 D
332,209 (10) I By Trust
Agreement
dated May 13,
1978 f/b/o
Mary Lee
Sparks
<PAGE>
5.
Amount of 6.
Securities Ownership 7.
2. Beneficially Form: Nature
1. Transaction 3. 4. Owned at End Direct (D) of Indirect
Title of Date Transaction Securities Acquired (A) or of Month or Indirect Beneficial
Security (Month / Code Disposed of (D) (Instr. 3 (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 and 5) and 4) (Instr. 4) (Instr. 4)
- ---------- ----------- ------------ ----------------------------- ------------ ----------- ----------
Code V Amount (A)or(D) Price
---- --- ------ -------- -----
154,674 I By Mary Lee
Sparks 1990
Personal
Income Trust
for the
Benefit of
Anne Romayne
Sparks dated
April 20, 1990
154,674 I By Mary Lee
Sparks 1990
Personal
Income Trust
for the
Benefit of
Barbara Lee
Sparks dated
April 20, 1990
154,674 I By Mary Lee
Sparks 1990
Personal
Income Trust
for the
Benefit of
Christina
Louise Sparks
dated April
20, 1990
154,674 I By Mary Lee
Sparks 1990
Personal
Income Trust
for the
Benefit of
John Woodruff
Sparks dated
April 20, 1990
</TABLE>
<PAGE>
Table II -- Derivative Securities Acquired,
Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
<TABLE>
<CAPTION>
9.
5. Number of 10.
Number Deriva- Owner- 11.
of Deriv- tive ship Form Nature
ative Se- Securi- of Deriva- of Indi-
2. 3. curities 7. ties tive rect
Conversion Trans- 4. Acquired 6. Title and Benefi- Security: Benefi-
1. or action Trans- (A) or Date Exer- Amount of 8. cially Direct (D) cial
Title of Exercise Date action Disposed cisable and Underlying Price of Owned at or Indi- Owner-
Derivative Price of (Month/ Code of (D) Expiration Securities Derivative End of rect ship
Security Derivative Day/ (Instr. (Instr. 3, Date (Month/ (Instr. 3 Security Month (I) (Instr.
(Instr. 3) Security Year) 8) 4 and 5) Day/Year) and 4) (Instr. 5) (Instr. 4) (Instr. 4) 4)
- ---------- ---------- ------- ------- ---------- ------------ ---------- ---------- ---------- ---------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Code V (A) (D) Date Expir- Title Amount
Exer- ation or
cisable Date Number
of
Shares
------- ----- ----- ------- ------- ----- ------
</TABLE>
Explanation of Responses:
*Explanation of Transaction Code J - Other Acquisition or
Disposition: On October 27, 1998, shares of Common Stock were
distributed by various trusts created under the Mary Green Gallo Trust
Agreement dated December 29, 1989, and were immediately contributed to
one or more newly created charitable remainder unitrusts, as
identified in Table I or the footnotes to Table I.
Explanation of footnotes to Table I: For purposes of Section
13(d) of the Securities Exchange Act, each of the joint filers is a
member of a group that together owns more than 10% of the Issuer's
Class A Common Stock. Except as indicated in the following notes, the
securities shown in Table I are beneficially owned for purposes of
Rule 16a-1(a)(2) by Mary Lee Sparks and not by any of the other joint
filers.
(1) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Barbara S. Federico. These shares were distributed to
Barbara S. Federico on October 27, 1998 from the Trust named
for Barbara S. Federico created under the Mary Green Gallo
Trust Agreement dated December 29, 1989, and were
immediately contributed to the Barbara S. Federico 1998
<PAGE>
Spouse CRUT dated October 27, 1998. These shares are not
subject to Ms. Federico's agreement with the other members
of the 13(d) group referred to in Item 6 above.
(2) Beneficially owned for purposes of Rule 16a-1(a)(2) by Anne
S. Whitten. These shares were distributed to Anne S. Whitten
on October 27, 1998 from the Trust named for Anne S. Whitten
created under the Mary Green Gallo Trust Agreement dated
December 29, 1989, and were immediately contributed to the
Anne S. Whitten 1998 Spouse NIM-CRUT dated October 27, 1998.
These shares are not subject to Ms. Whitten's agreement with
the other members of the 13(d) group referred to in Item 6
above.
(3) Beneficially owned for purposes of Rule 16a-1(a)(2) by John
W. Sparks. These shares were distributed to John W. Sparks
on October 27, 1998 from the Trust named for John W. Sparks
created under the Mary Green Gallo Trust Agreement dated
December 29, 1989, and were immediately contributed to the
John W. Sparks 1998 Spouse NIM-CRUT dated October 27, 1998.
These shares are not subject to Mr. Sparks' agreement with
the other members of the 13(d) group referred to in Item 6
above.
(4) Beneficially owned for purposes of Rule 16a-1(a)(2) by John
W. Sparks. These shares were distributed to John W. Sparks
on October 27, 1998 from the Trust named for John W. Sparks
created under the Mary Green Gallo Trust Agreement dated
December 29, 1989, and were immediately contributed to the
John W. Sparks 1998 Spouse CRUT dated October 27, 1998.
These shares are not subject to Mr. Sparks' agreement with
the other members of the 13(d) group referred to in Item 6
above.
(5) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Christina S. Duncan. These shares were distributed to
Christina S. Duncan on October 27, 1998 from the Trust named
for Christina S. Duncan created under the Mary Green Gallo
Trust Agreement dated December 29, 1989, and were
immediately contributed to the Christina S. Duncan 1998
Spouse CRUT dated October 27, 1998. These shares are not
subject to Ms. Duncan's agreement with the other members of
the 13(d) group referred to in Item 6 above.
(6) Beneficially owned for purposes of Rule 16a-1(a)(2) by John
W. Sparks.
(7) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Barbara S. Federico.
(8) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Christina S. Duncan
(9) Beneficially owned for purposes of Rule 16a-1(a)(2) by Anne
S. Whitten.
(10) Beneficially owned for purposes of Rule 16a-1(a)(2) by Mary
Lee Sparks. These shares are no longer beneficially owned
by Christina S. Duncan as a result of her resignation as
trustee of the Trust.
SIGNATURE OF REPORTING PERSON:
Mary Lee Sparks
<PAGE>
JOINT FILER INFORMATION
Name: Anne S. Whitten
Address: 38 Goodhue Road, Windham, New Hampshire 03087
Designated Filer: Mary Lee Sparks
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: October 1998
Date of Event Requiring Statement: October 27, 1998
Signature: Anne S. Whitten
JOINT FILER INFORMATION
Name: Barbara S. Federico
Address: 4840 Ashville Bay Road, Ashville, New York 14710
Designated Filer: Mary Lee Sparks
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: October 1998
Signature: Barbara S. Federico
<PAGE>
JOINT FILER INFORMATION
Name: Christina S. Duncan
Address: 194 North Bald Hill Road, New Canaan, Connecticut 06840
Designated Filer: Mary Lee Sparks
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: October 1998
Signature: Christina S. Duncan
JOINT FILER INFORMATION
Name: John W. Sparks
Address: 229 Saavedra, S.W., Albuquerque, New Mexico 87105
Designated Filer: Mary Lee Sparks
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: October 1998
Signature: John W. Sparks
DATE: November 6, 1998
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