UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Cascade Financial Corporation
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
14727210-8
(CUSIP Number)
Arthur W. Skotdal
c/o Douglas A. Schafer, Attorney
P.O. Box 1134, Tacoma, WA 98401-1134
(253) 383-2167
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 27, 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 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 [ ].
(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 five percent or less 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 of 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 1 of 8
<PAGE>
CUSIP No. 14727210-8
1. Name of Reporting Person Arthur W. Skotdal
S.S. or I.R.S. Identification ###-##-####
No. of Above Person
2. Check the Appropriate Box (a) [ ]
if a Member of a Group (b) [X]
3. SEC Use Only
4. Source of Funds PF
5. Check Box if Disclosure of Legal [ ]
Proceedings is Required
Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of United States
Organization
Number of 7. Sole Voting Power 73,918
Shares 8. Shared Voting
Beneficially Power 131,219
Owned by 9. Sole Dispositive
Each Report- Power 73,918
ing Person 10. Shared Dispositive
With Power 131,219
11. Aggregate Amount Beneficially
Owned by Each Reporting Person 205,137
12. Check Box if the Aggregate Amount [ ]
in Row (11) Excludes Certain Shares
13. Percent of Class Represented 6.0%
by amount in Row (11)
14. Type of Reporting Person IN
Page 2 of 8
<PAGE>
CUSIP No. 14727210-8
1. Name of Reporting Person Andrew P. Skotdal
S.S. or I.R.S. Identification ###-##-####
No. of Above Person
2. Check the Appropriate Box (a) [ ]
if a Member of a Group (b) [X]
3. SEC Use Only
4. Source of Funds PF
5. Check Box if Disclosure of Legal [ ]
Proceedings is Required
Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of United States
Organization
Number of 7. Sole Voting Power -0-
Shares 8. Shared Voting
Beneficially Power 63,776
Owned by 9. Sole Dispositive
Each Report- Power -0-
ing Person 10. Shared Dispositive
With Power 63,776
11. Aggregate Amount Beneficially
Owned by Each Reporting Person 63,776
12. Check Box if the Aggregate Amount [ ]
in Row (11) Excludes Certain Shares
13. Percent of Class Represented 1.9%
by amount in Row (11)
14. Type of Reporting Person IN
Page 3 of 8 Pages
<PAGE>
CUSIP No. 14727210-8
1. Name of Reporting Person Craig G. Skotdal
S.S. or I.R.S. Identification ###-##-####
No. of Above Person
2. Check the Appropriate Box (a) [ ]
if a Member of a Group (b) [X]
3. SEC Use Only
4. Source of Funds PF
5. Check Box if Disclosure of Legal [ ]
Proceedings is Required
Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of United States
Organization
Number of 7. Sole Voting Power -0-
Shares 8. Shared Voting
Beneficially Power 67,443
Owned by 9. Sole Dispositive
Each Report- Power -0-
ing Person 10. Shared Dispositive
With Power 67,443
11. Aggregate Amount Beneficially
Owned by Each Reporting Person 67,443
12. Check Box if the Aggregate Amount [ ]
in Row (11) Excludes Certain Shares
13. Percent of Class Represented 2.0%
by amount in Row (11)
14. Type of Reporting Person IN
Page 4 of 8
<PAGE>
ITEM 1 - SECURITY AND ISSUER.
Common stock, $0.01 par value
Cascade Financial Corporation
2828 Colby Ave.
Everett, Washington 98201
ITEM 2 - IDENTITY AND BACKGROUND
This is Amendment No. 2 to the Schedule 13D dated May 13, 1994, filed by
and on behalf of the three reporting individuals, who may comprise a group
pursuant to Section 13(d)(3) of the Securities Exchange Act of 1934 though
they disclaim that they are such a group or beneficially own each other's
shares. Their earlier amended Schedule 13D filing reported aggregate
beneficial ownership of 6.1% of the issuer. Their beneficial ownership
percentage was reduced due to additional shares issued by the issuer, and it
was reported as 5.0% in the issuer's proxy statement filed September 22, 1997.
This Amendment No. 2 reports their beneficial ownership percentage as having
increased by one percentage point from that percentage previously so reported.
(a) Name of Group Member: Arthur W. Skotdal
(b) Address: 2910 Colby Ave., Suite 200, Everett, WA 98201
(c) Principal occupation and employer: Private investor in real estate and
president of Skotdal Enterprises, Inc., a real estate development and
management firm at 2910 Colby Ave., Suite 200, Everett, WA 98201.
(c) Criminal convictions within five years: None
(d) Securities law violations within five years: None
(e) Citizenship: U.S.A.
(a) Name of Group Member: Andrew P. Skotdal
(b) Address: P.O. Box 5267, Everett, WA 98206-5267
(c) Principal occupation and employer: Manager at KRKO Radio, a radio
station at 7115 Larimer Rd., Everett, WA 98208
(c) Criminal convictions within five years: None
(d) Securities law violations within five years: None
(e) Citizenship: U.S.A.
(a) Name of Group Member: Craig G. Skotdal
(b) Address: 2910 Colby Ave., Suite 300, Everett, WA 98201
(c) Principal occupation and employer: Manager at Skotdal Enterprises, Inc.,
a real estate development and management firm at 2910 Colby Ave., Suite
200, Everett, WA 98201.
(c) Criminal convictions within five years: None
(d) Securities law violations within five years: None
(e) Citizenship: U.S.A.
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Arthur W. Skotdal used personal funds of $225,667 to purchase in the
public market the 15,550 shares reported in Item 5. Craig G. Skotdal used
personal funds of $16,688 to purchase in the public market the 1,068 shares
reported in Item 5. All individually immaterial purchases not previously
reported by the reporting persons were also made in the public market with
personal funds.
Page 5 of 8
<PAGE>
ITEM 4 - PURPOSE OF TRANSACTION
The shares were acquired solely for investment purposes. Members of the
group may acquire additional shares for investment. Members of the group have
no plans or proposals for any changes in management or directors, or
extraordinary corporate changes or transactions, concerning the issuer.
ITEM 5 - INTEREST IN THE SECURITIES OF THE ISSUER
For the group:
(a) Number of securities owned beneficially: 205,137
(Without duplicating shares deemed owned
by two or more group members.)
Percentage of class: 6.0%
Arthur W. Skotdal:
(a) Number of securities owned beneficially: 205,137
Percentage of class: 6.0%
(b) Sole voting power: 77,918
Shared voting power: 131,219
Sole dispositive power: 77,918
Shared dispositive power: 131,219
(c) Transactions in issuer's securities during past 60 days:
01/22/98--Purchased 6,250 shares at $13.38 per share through a broker.
02/06/98--Purchased 2,000 shares at $13.63 per share through a broker.
02/18/98--Purchased 500 shares at $15.75 per share through a broker.
02/18/98--Purchased 5,500 shares at $15.75 per share through a broker.
02/23/98--Purchased 1,300 shares at $15.63 per share through a broker.
Andrew P. Skotdal:
(a) Number of securities owned beneficially: 63,776
Percentage of class: 1.9%
(b) Sole voting power: -0-
Shared voting power: 63,776
Sole dispositive power: -0-
Shared dispositive power: 63,776
(c) Transactions in issuer's securities during past 60 days:
None.
Craig G. Skotdal:
(a) Number of securities owned beneficially: 67,443
Percentage of class: 2.0
(b) Sole voting power: -0-
Shared voting power: 67,443
Sole dispositive power: -0-
Shared dispositive power: 67,443
Page 6 of 8
<PAGE>
(c) Transactions in issuer's securities during past 60 days:
02/27/98--Purchased 1,068 shares at $15.63 per share through a broker.
For the Group:
(d) No other persons are known to have the right to receive dividends from,
or the proceeds from the sale of, any of the securities referred to in this
item.
(e) Date reporting person ceased to be 5% owner: Not applicable.
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
There are no written agreements between the members of the group. Both
Andrew P. Skotdal and Craig G. Skotdal are of legal age, and neither resides
with their father, Arthur W. Skotdal. Because of the family relationship and
the investment advice and assistance offered by the father to his sons, the
three persons may be deemed a group under Section 13(d)(3) of the Act.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS
Exhibit A is an agreement of the reporting persons that this statement is
filed on behalf of each of them, as required by SEC Rule 13d-1(f)(1).
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.
March 6, 1998 Arthur W. Skotdal
(Date) (Signature)
March 6, 1998 Andrew P. Skotdal
(Date) (Signature)
March 6, 1998 Craig G. Skotdal
(Date) (Signature)
Page 7 of 8
EXHIBIT A
AGREEMENT TO FILE JOINT SCHEDULE 13D/A
We agree, in accordance with SEC Rule 13d-1(f)(1)(iii), that the
Amendment No. 2 to Schedule 13D, to which this agreement is attached as an
exhibit, is filed on behalf of each of us.
March 6, 1998 Arthur W. Skotdal
(Date) (Signature)
March 6, 1998 Andrew P. Skotdal
(Date) (Signature)
March 6, 1998 Craig G. Skotdal
(Date) (Signature)
Page 8 of 8
