SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
SITEL CORPORATION
(Name of Issuer)
Common Stock, $.001 par
(Title of Class of Securities)
82980K 10 7
(CUSIP Number)
December 31, 1999
(Date of Event Which Requires Filing of 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.
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).
<PAGE>
CUSIP No. 82980K 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Matthew H. Gates
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
/ / a
/ / b
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF (5) SOLE VOTING POWER 31,000
SHARES
BENEFICIALLY (6) SHARED VOTING POWER -0-
OWNED BY
EACH (7) SOLE DISPOSITIVE 2,662,398
REPORTING POWER
PERSON WITH (8) SHARED DISPOSITIVE -0-
POWER
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,862,398
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
/ /
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.0%
12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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<PAGE>
SCHEDULE 13G
Item 1(a) Name of Issuer:
SITEL Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
111 South Calvert Street
Suite 1900
Baltimore, MD 21202
Item 2(a) Name of Person Filing:
Matthew H. Gates
Item 2(b) Address of Principal Office or, if none, Residence:
87 Oak Tree Road
Bluffton, South Carolina 29910
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Class of Securities:
Common Stock, par $.001
Item 2(e) CUSIP Number:
82980K 10 7
Item 3 If This Statement Is Filed Pursuant to Rules 13d-1(b) or 13d-2(b):
Not applicable
Item 4(a) Amount Beneficially Owned:
3,862,398* shares as of December 31, 1999
*Includes 1,200,000 shares which the reporting person may acquire upon
exercise of stock options exercisable within 60 days after December 31,
1999. James F. Lynch exercises voting control over 2,631,398 of the
currently outstanding shares pursuant to a voting agreement.
Page 3 of 5
<PAGE>
Item 4(b) Percent of Class:
6.0% (based upon 68,145,828 shares outstanding at December 31, 1999)
Item 4(c) Number of shares as to which reporting person has:
(i) sole power to vote or to direct the vote - 31,000
(ii) shared power to vote or direct the vote - 0
(iii) sole power to dispose or direct the disposition of - 2,662,398
(iv) shared power to dispose or direct the disposition of - 0
Item 5 Ownership of Five Percent or Less of a Class:
Not applicable
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
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
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<PAGE>
SIGNATURE
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.
Date: February 8, 2000.
/s/ Matthew H. Gates
-------------------------
Matthew H. Gates
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