FORM 3
- ----------------------------------
OMB APPROVAL
- ----------------------------------
OMB Number 3235-0104
Expires: April 30, 1997
Estimated average burden
hours per response...........0.5
- ----------------------------------
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f)
of the Investment Company Act of 1940
1. Name and Address of Reporting Person:
Willis E. Wood, Jr.
555 W. Fifth Street, Suite 2900
Los Angeles, California 90013-1011
2. Date of Event Requiring Statement:
07/01/97 (1)
3. IRS or Social Security Number of
Reporting Person (Voluntary)
4. Issuer Name and Ticker or Trading Symbol:
Washington Mutual, Inc. ("WAMU")
5. Relationship of Reporting Person to Issuer
Director
6. If Amendment, Date of Original (Month/Day/Year).
Table I -- Non-Derivative Securities Beneficially Owned
<TABLE>
<CAPTION>
1. Title of Security 2. Amount of Securities 3. Ownership 4. Nature of Indirect Beneficial Ownership
(Instr. 4) Beneficially Owned Form: Direct
(Instr. 4) (D) or Indirect
(I) (Instr. 5)
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <S>
Common Stock (1) 450 D
</TABLE>
Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly (Over)
(Print or Type Responses) SEC 1473 (8-92)
<PAGE>
FORM 3 (continued)
Table II-- Derivative Securities Beneficially Owned (e.g., puts, calls,
warrants, options, convertible securities)
<TABLE>
<CAPTION>
1. Title of 2. Date Exercisable 3. Title and Amount 4. Conversion or 5. Ownership 6. Nature of
Derivative and Expiration of Securities Underlying Exercise Price Form of Indirect
Security Date Derivative Security of Derivative Derivative Beneficial
(Instr. 4) (Month/Day/Year)(Instr. 4) Security Security: Ownership
Direct (D) or (Instr. 5)
Indirect (I)
(Instr. 5)
--------------------------------------------------
Date Amount or
Exer- Expira- Title Number of
cisable tion Date Shares
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Options (Right to Buy)(1) 07/02/95 04/24/00 Common Stock 2,250 $18.34 D
Options (Right to Buy)(1) 07/02/95 01/02/01 Common Stock 2,250 $13.48 D
Options (Right to Buy)(1) 07/02/95 01/02/02 Common Stock 2,250 $20.00 D
Options (Right to Buy)(1) 07/02/95 01/04/03 Common Stock 2,250 $18.20 D
Options (Right to Buy)(1) 07/02/95 01/03/04 Common Stock 2,250 $22.50 D
Options (Right to Buy)(1) 07/02/95 01/03/05 Common Stock 2,250 $17.78 D
Options (Right to Buy)(1) 07/02/95 01/02/06 Common Stock 2,250 $29.03 D
Options (Right to Buy)(1) 07/02/95 01/02/07 Common Stock 2,250 $31.95 D
</TABLE>
Explanation of Responses:
(1) The reporting person, a former director of Great Western Financial
Corporation ("GWFC"), became a director of the issuer on 07/01/97 in connection
with the merger (the "Merger") of GWFC with and into New American Capital, Inc.,
a wholly owned subsidiary of the issuer ("NACI"). The reporting person acquired
the shares and options reported herein on 07/01/97 under the terms of the
Agreement and Plan of Merger dated as of March 5, 1997 by and among the issuer,
NACI and GWFC (the "Merger Agreement"). In accordance with the terms of the
Merger Agreement, upon consummation of the Merger on 07/01/97, each outstanding
share of GWFC common stock, including each outstanding option to purchase GWFC
common stock granted under one of GWFC's Stock Option Plans, was exchanged for
0.9 of one share of the issuer's common stock, or an option to purchase 0.9 of
one share of such stock, as the case may be. As a holder of GWFC common stock
and options to purchase GWFC common stock, the reporting person acquired the
issuer's common stock and options pursuant to that exchange.
** Intentional misstatements or omissions of facts constitute Federal
Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, See Instruction 6 for procedure.
**Signature of Reporting Person Date: July 11, 1997.
/s/ Willis E. Wood, Jr.
Willis E. Wood, Jr.
<PAGE>
