UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)**
Coinstar, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
19259 P-30-0
(CUSIP Number)
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February 11, 1999
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(Date of event which requires filing this statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
*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 the disclosures provided in a prior cover page.
**This Amendment No. 2 is being filed to reflect a decrease in the
percentage of Common Stock owned by the reporting person.
The information required in 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.)
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CUSIP NO. 19259P-30-0 13G Page 2 of 5
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard C. and Elizabeth A. Hedreen
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED BY
EACH 466,428
REPORTING PERSON
WITH
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6 SHARED VOTING POWER
0
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7 SOLE DISPOSITIVE POWER
466,428
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8 SHARED DISPOSITIVE POWER
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
466,428
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.0%
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12 TYPE OF REPORTING PERSON*
IN
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CUSIP NO. 19259P-30-0 13G Page 3 of 5
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1.
(a) Name of Issuer: Coinstar, Inc.
(b) Address of Issuer's Principal Executive Offices:
13231 SE 36th St., Bellevue, Washington 98006.
Item 2.
(a) Name of Person Filing: Richard C. Hedreen
(b) Business Address: R.C. Hedreen Co.
PO Box 9006
Seattle, WA 98109
(c) Citizenship: U.S.
(d) Title of Class of Securities: Common Stock, Coinstar, Inc.
(e) CUSIP Number: 19259 P-30-0
Item 3.
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check
whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19)of the Act
(d) [ ] Investment Company registered under section 8 of the
Investment Company Act
(e) [ ] Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see ss.
240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with ss.
240.13d-1(b))(ii)(G) (Note: See Item 7)
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CUSIP NO. 19259P-30-0 13G Page 4 of 5
(h) [ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(H)
Item 4. Ownership.
(a) Aggregate Number of Shares of Common Stock of Issuer Beneficially
Owned: 466,428 (comprised of 100,000 shares of common stock in the names of
Richard C. Hedreen and Elizabeth A. Hedreen ("Hedreen"); 251,428 shares in the
name of R.C. Hedreen Co. which is owned by Hedreen; and 115,000 shares in the
Hedreen Family Limited Partnership, Hedreen and Elizabeth A. Hedreen as general
partners)
93,219 shares are owned by the Hedreen-Coinstar Trust, Guy Hedreen Trustee;
318,793 shares are owned by the Hedreen Grandchildren Irrevocable Trust, David
M. Eskenazy Trustee; 46,073 shares are owned by the Guy Hedreen Irrevocable
Trust, David M. Eskenazy Trustee; 46,073 shares are owned by the Elizabeth Hill
Irrevocable Trust, David M. Eskenazy Trustee; 46,073 shares are owned by the
Carl Hedreen Irrevocable Trust, David M. Eskenazy Trustee. Hedreen disclaims
beneficial ownership of the shares held by these irrevocable trusts.
(b) Percentage of Common Stock of Issuer: 3.0%
(c) Sole Voting Power of Hedreen 466,428 shares Shared Voting Power N/A
Sole Dispositive Power of Hedreen 466,428 shares Shared Dispositive Power: N/A
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [X]
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not applicable.
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CUSIP NO. 19259P-30-0 13G Page 5 of 5
Item 8. Identification and classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
July 16, 1999
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(Date)
/s/ Richard C. Hedreen
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(Signature)
Richard C. Hedreen
