UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(b)
(Amendment No. 6)
THE ADAMS EXPRESS COMPANY
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
006212104
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(CUSIP Number)
December 31, 2004
-----------------
(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)
[X] Rule 13d-1(c)
[ ] 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).
CUSIP 006212104 SCHEDULE 13G Page 2 of 15
1 Name of Reporting Person Erik E. Bergstrom
IRS Identification No. of Above Person
2 Check the Appropriate Box if a member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization USA
NUMBER OF 5 Sole Voting Power 0
SHARES
BENEFICIALLY 6 Shared Voting Power 7,295,002
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 7,295,002
9 Aggregate Amount Beneficially Owned by Each Reporting
Person 7,295,002
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares [x]*
11 Percent of Class Represented by Amount in Row 9 8.5%
12 Type of Reporting Person IN
-----------------------
*See response to Item 4.
CUSIP 006212104 SCHEDULE 13G Page 3 of 15
1 Name of Reporting Person Erik E. Bergstrom Living Trust
U/A Dated 12/6/74
IRS Identification No. of Above Person
2 Check the Appropriate Box if a member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization California
NUMBER OF 5 Sole Voting Power 0
SHARES
BENEFICIALLY 6 Shared Voting Power 2,565,000
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 2,565,000
9 Aggregate Amount Beneficially Owned by Each Reporting 2,565,000
Person 2,565,000
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented by Amount in Row 9 3.0%
12 Type of Reporting Person OO
CUSIP 006212104 SCHEDULE 13G Page 4 of 15
1 Name of Reporting Person Edith H. Bergstrom
IRS Identification No. of Above Person
2 Check the Appropriate Box if a member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization USA
NUMBER OF 5 Sole Voting Power 0
SHARES
BENEFICIALLY 6 Shared Voting Power 85,000
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 85,000
9 Aggregate Amount Beneficially Owned by Each Reporting
Person 85,000
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented by Amount in Row 9 0.1%
12 Type of Reporting Person IN
CUSIP 006212104 SCHEDULE 13G Page 5 of 15
1 Name of Reporting Person Edith H. Bergstrom Living Trust U/A
Dated 12/6/74
IRS Identification No. of Above Person
2 Check the Appropriate Box if a member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization California
NUMBER OF 5 Sole Voting Power 0
SHARES
BENEFICIALLY 6 Shared Voting Power 85,000
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 85,000
9 Aggregate Amount Beneficially Owned by Each Reporting
Person 85,000
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented by Amount in Row 9 0.1%
12 Type of Reporting Person OO
CUSIP 006212104 SCHEDULE 13G Page 6 of 15
1 Name of Reporting Person Erik E. and Edith H. Bergstrom Foundation,
a Charitable Trust
IRS Identification No. of Above Person
2 Check the Appropriate Box if a member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization California
NUMBER OF 5 Sole Voting Power 0
SHARES
BENEFICIALLY 6 Shared Voting Power 4,630,002
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 4,630,002
9 Aggregate Amount Beneficially Owned by Each Reporting
Person 4,630,002
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented by Amount in Row 9 5.4%
12 Type of Reporting Person CO
CUSIP 006212104 SCHEDULE 13G Page 7 of 15
1 Name of Reporting Person Sharon's Trust
IRS Identification No. of Above Person
2 Check the Appropriate Box if a member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship or Place of Organization California
NUMBER OF 5 Sole Voting Power 0
SHARES
BENEFICIALLY 6 Shared Voting Power 100,000
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 100,000
9 Aggregate Amount Beneficially Owned by Each Reporting
Person 100,000
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented by Amount in Row 9 0.1%
12 Type of Reporting Person OO
CUSIP 006212104 SCHEDULE 13G Page 8 of 15
Item 1(a). Name of Issuer:
The Adams Express Company
Item 1(b). Address of Issuer's Principal Executive Offices:
7 St. Paul Street, Suite 1140, Baltimore, Maryland 21202
Item 2(a). Names of Persons Filing:
Erik E. Bergstrom
Erik E. Bergstrom Living Trust U/A Dated 12/6/74
Edith H. Bergstrom
Edith H. Bergstrom Living Trust U/A Dated 12/6/74
Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust
Sharon's Trust
Item 2(b). Address of Principal Business Office or, if none, Residence:
The business address of Erik E. Bergstrom, Erik E. Bergstrom
Living Trust U/A Dated 12/6/74, Edith H. Bergstrom and Edith H. Bergstrom
Living Trust U/A Dated 12/6/74 is P.O. Box 126, Palo Alto, California 94302.
The business address of the Erik E. and Edith H. Bergstrom Foundation, a
Charitable Trust is P.O. Box 520, Palo Alto, California 94302. The business
address of Sharon's Trust is 61720 Lime Quarry Road, Enterprise, Oregon
97828.
Item 2(c). Citizenship:
See Items 4 to pages 2-7 which Items are incorporated by reference
herein.
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
006212104
Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act (15
U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15
U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8).
CUSIP 006212104 SCHEDULE 13G Page 9 of 15
(e) [ ] An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
Section 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
Item 4. Ownership.
The following table specifies as of January 17, 2005 the number of
shares of Common Stock as to which each person named in Item 2(a) has sole
or shared power to vote or direct the vote or to dispose or direct the
disposition, as well as the percentages such shares constitute of the Common
Stock reported to be outstanding as of December 31, 2004.
CUSIP 006212104 SCHEDULE 13G Page 10 of 15
Sole Voting Shared Voting Percentage
and and Aggregate of
Dispositive Dispositive Number of Outstanding
Name Power Power Shares Shares
----------- ----- ----- ------ ------
Erik E. Bergstrom 0 7,295,002 7,295,002 8.5%
Erik E. Bergstrom 0 2,565,000 2,565,000 3.0%
Living Trust U/A
Dated 12/6/74
Edith H. Bergstrom 0 85,000 85,000 0.1%
Edith H. Bergstrom 0 85,000 85,000 0.1%
Living Trust U/A
Dated 12/6/74
Erik E. and Edith H. 0 4,630,002 4,630,002 5.4%
Bergstrom Foundation,
a Charitable Trust
Sharon's Trust 0 100,000 100,000 0.1%
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.
------------------------
The reporting persons may be deemed to be members of a "group"
within the meaning of Section 13(d)(3) of the Act and the rules and
regulations thereunder. Membership in such a group is hereby disclaimed.
Consists of shares of Common Stock owned by the Erik E. Bergstrom
Living Trust U/A Dated 12/6/74, Erik E. and Edith H. Bergstrom Foundation,
a Charitable Trust, and Sharon's Trust. Does not include the shares owned
by Edith H. Bergstrom and the Edith H. Bergstrom Living Trust U/A Dated
12/6/74. Pursuant to Rule 13d-4, Erik E. Bergstrom hereby disclaims
beneficial ownership of all shares owned by Edith H. Bergstrom, the Edith
H. Bergstrom Living Trust U/A Dated 12/6/74, Erik E. and Edith H. Bergstrom
Foundation, a Charitable Trust and Sharon's Trust.
Consists of 85,000 shares of Common Stock owned by Edith H.
Bergstrom Living Trust U/A Dated 12/6/74.
CUSIP 006212104 SCHEDULE 13G Page 11 of 15
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.
See Exhibit 1.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certifications.
By signing below, each of the signatories certifies that, to the
best of its knowledge and belief, the securities referred to above were not
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.
CUSIP 006212104 SCHEDULE 13G Page 12 of 15
Signatures
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After reasonable inquiry and to the best of its knowledge and
belief, each of the signatories certifies that the information set forth in
this statement is true, complete and correct.
/s/ Erik E. Bergstrom Edith H. Bergstrom Living Trust
------------------------------- U/A Dated 12/6/74
Erik E. Bergstrom
/s/ Edith H. Bergstrom By: /s/ Edith H. Bergstrom
------------------------------- ---------------------------
Edith H. Bergstrom Name: Edith H. Bergstrom
Title: Trustee
Erik E. Bergstrom Living Trust Erik E. and Edith H. Bergstrom
U/A Dated 12/6/74 Foundation, a Charitable Trust
By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom
--------------------------- --------------------------
Name: Erik E. Bergstrom Name: Erik E. Bergstrom
Title: Trustee Title: Trustee
Sharon's Trust
By: /s/ Erik E. Bergstrom
---------------------------
Name: Erik E. Bergstrom
Title: Trustee
Dated: January 25, 2005
CUSIP 006212104 SCHEDULE 13G Page 13 of 15
EXHIBIT INDEX
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Exhibit 1 Identity of Group Members Page 14
Exhibit 2 Joint Filing Undertaking Page 15
CUSIP 006212104 SCHEDULE 13G Page 14 of 15
Exhibit 1 - Identity of Group Members
Erik E. Bergstrom
Erik E. Bergstrom Living Trust U/A Dated 12/6/74
Edith H. Bergstrom
Edith H. Bergstrom Living Trust U/A Dated 12/6/74
Erik E. and Edith H. Bergstrom Foundation, a Charitable Trust
Sharon's Trust
CUSIP 006212104 SCHEDULE 13G Page 15 of 15
Exhibit 2 - Joint Filing Undertaking
The undersigned, being authorized thereunto, hereby execute
this agreement as an exhibit to this Schedule 13G to evidence the agreement
of the below-named parties, in accordance with rules promulgated pursuant
to the Securities Exchange Act of 1934, to file this Schedule, as it may be
amended, jointly on behalf of each of such parties.
/s/ Erik E. Bergstrom Edith H. Bergstrom Living Trust
------------------------------- U/A Dated 12/6/74
Erik E. Bergstrom
/s/ Edith H. Bergstrom By: /s/ Edith H. Bergstrom
------------------------------- ---------------------------
Edith H. Bergstrom Name: Edith H. Bergstrom
Title: Trustee
Erik E. Bergstrom Living Trust Erik E. and Edith H. Bergstrom
U/A Dated 12/6/74 Foundation, a Charitable Trust
By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom
--------------------------- --------------------------
Name: Erik E. Bergstrom Name: Erik E. Bergstrom
Title: Trustee Title: Trustee
Sharon's Trust
By: /s/ Erik E. Bergstrom
---------------------------
Name: Erik E. Bergstrom
Title: Trustee
Dated: January 25, 2005