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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT TO SCHEDULE 13D
Under the Securities Exchange Act of 1934
DOUBLETREE CORPORATION
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(Name of Issuer)
COMMON STOCK
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(Title of class of securities)
258624105
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(CUSIP NUMBER)
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David L. Stivers, Esq.
Doubletree Corporation
410 North 44th Street
Suite 700
Phoenix, Arizona 85008
(602) 220-6666
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(Name, address and telephone number of person authorized to
receive notices and communications)
May 24, 1996
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(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
this statement [ ].
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CUSIP No. 258624105 SCHEDULE 13D Page 2 of 8 Pages
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(1) Names of Reporting Persons
S.S. or I.R.S. Identification Nos. of Above Persons
H. Lance Forsdick, Sr.
SSN ###-##-####
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(2) Check the Appropriate Box if a Member of a Group* (a) [ ]
N/A (b) [ ]
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(3) SEC Use Only
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(4) Source of Funds*
SC (EXCHANGE FOR COMMON STOCK OF UNAFFILIATED CORPORATION)
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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(6) Citizenship or Place of Organization
U.S.
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(7) Sole Voting Power
Number of 512,465
Shares --------------------------------------------------------
Beneficially (8) Shared Voting Power
Owned by -0-
Each --------------------------------------------------------
Reporting (9) Sole Dispositive Power
Person With 512,465
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(10) Shared Dispositive Power
-0-
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
512,465
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(12) Check Box if Aggregate Amount in Row (11) Excludes Certain
Shares* [ ]
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(13) Percent of Class Represented by Amount in Row (11)
2.3%
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(14) Type of Reporting Person*
IN (INDIVIDUAL)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1. Security and Issuer.
This statement relates to the Common Stock of Doubletree Corporation
("Doubletree"), a Delaware corporation, having its principal executive offices
at 410 North 44th Street, Suite 700, Phoenix, Arizona 85008.
Item 2. Identity and Background.
H. Lance Forsdick
(a) H. Lance Forsdick
(b) 889 Ridge Lake Boulevard, Suite 100, Memphis, Tennessee 38120
(c) Mr. Forsdick is a director of RFS Hotel Investors, Inc. RFS Hotel
Investors, Inc. is a self-administered real estate investment trust formed as a
Tennessee corporation in 1993 to make investments in hotel properties. The
executive offices of RFS Hotel Investors, Inc. are located at 889 Ridge Lake
Boulevard, Suite 100, Memphis, Tennessee 38120.
(d)-(e) Mr. Forsdick has not been convicted in any criminal
proceeding in the last five years and has not been a party to any civil
proceeding of a judicial or administrative body of competent jurisdiction, as a
result of which proceedings he 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 security laws or finding any violation with respect
to such laws.
(f) Mr. Forsdick is a citizen of the United States of America.
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Item 3. Source and Amount of Funds or Other Consideration
Not applicable.
Item 4. Purpose of Transaction.
In response to this item, Mr. Forsdick expressly incorporates by
reference information disclosed in his Schedule 13D relating to Doubletree
Corporation filed on March 8, 1996.
Item 5. Interest in Securities of the Issuer.
(a) 512,465 shares of Doubletree Common Stock are owned by Mr.
Forsdick. Such shares constitute 2.3% of the outstanding
Doubletree Common Stock.
(b) Number of such shares as to which Mr. Forsdick has:
(i) sole power to vote or to direct the vote - 512,465
(ii) shared power to vote or to direct the vote -0-
(iii) sole power to dispose of or to direct the disposition
of - 512,465*
(iv) shared power to dispose of or direct the disposition
of -0-
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*110,817 shares are held by Montgomery Securities, as escrow agent
pursuant to an Escrow Agreement dated February 27, 1996 entered into in
connection with the Merger. The escrow expires on February 27, 1997 at which
time all shares not subject to claims by Doubletree or RFS, Inc. under the
Merger Agreement will be released to Mr. Forsdick. Shares held in escrow are
subject to claims by Doubletree and RFS for indemnification of losses suffered
by Doubletree or RFS as a result of a breach of representations and warranties
made on behalf of RFS, Inc. and its principal shareholders in the Merger
Agreement. Mr. Forsdick has sole voting power with respect to his shares held
in escrow.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
In response to this item, Mr. Forsdick expressly incorporates by
reference information disclosed in his Schedule 13D relating to Doubletree
Corporation filed on March 8, 1996.
Item 7. Material to be Filed as Exhibits.
Not applicable.
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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: June 17, 1996 /s/ H. Lance Forsdick, Sr.
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H. Lance Forsdick, Sr.
