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1.
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Names
of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only)
Russell
A. Gerdin, individually and as trustee of the Russell A. Gerdin Revocable
Trust and Mrs. Gerdin's GRATS (as defined below)
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
[ ]
(b) [X]
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3.
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SEC
USE ONLY
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4.
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Source
of Funds (See Instructions)
OO
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5.
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Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
[ ]
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6.
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Citizenship
or Place of Organization
United
States of America
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Number
of
Shares
Beneficially
Owned
by Each
Reporting
Person
with
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7.
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Sole
Voting Power
22,799,011
(1)
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8.
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Shared
Voting Power
0
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9.
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Sole
Dispositive Power
25,497,961
(2)
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10.
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Shared
Dispositive Power
0
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
25,497,961(2)
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
[ ]
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13.
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Percent
of Class Represented by Amount in Row (11)
28.1%(3)
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14.
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Type
of Reporting Person (See Instructions)
IN
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_____________________
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(1)
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Comprised
of (i) 3,670 shares of Common Stock owned by The Russell A. Gerdin
Revocable Trust and (ii) 22,795,341 shares owned by grantor retained
annuity trusts established by Mr. Gerdin’s spouse for the benefit of Mr.
and Mrs. Gerdin’s children (“Mrs. Gerdin’s GRATS”). As the
trustee of Mrs. Gerdin’s GRATS, Mr. Gerdin has voting power over
22,795,341 of the shares owned by Mrs. Gerdin’s
GRATS.
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(2)
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Comprised
of (i) 1,936,276 shares of Common Stock represented by voting
trust certificates which are owned by Gerdin Family Investments, LP
("GFI"); and (ii) 23,558,015 shares of Common
Stock owned by Mrs. Gerdin's GRATS. As the general partner of
GFI, Mr. Gerdin has dispositive power over the shares represented by
voting trust certificates owned by GFI, but neither Mr. nor Mrs. Gerdin
has voting power over such shares. As the trustee of Mrs.
Gerdin's GRATS, Mr. Gerdin has dispositive power over all of the shares
owned by Mrs. Gerdin's GRATS but has voting power over only 22,795,341 of
such shares. Mrs. Gerdin does not have voting power over any of the shares
owned by Mrs. Gerdin's GRATS.
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(3)
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Based
on 90,688,621 shares of Common Stock outstanding as of September 30,
2009.
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1.
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Names
of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only)
Ann
S. Gerdin, individually and as trustee of the Ann S. Gerdin Revocable
Trust.
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
[ ]
(b) [X]
|
||
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3.
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SEC
USE ONLY
|
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4.
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Source
of Funds (See Instructions)
OO
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5.
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Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
[ ]
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6.
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Citizenship
or Place of Organization
United
States of America
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Number
of
Shares
Beneficially
Owned
by Each
Reporting
Person
with
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7.
|
Sole
Voting Power
12,584,738(1)
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8.
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Shared
Voting Power
0
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9.
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Sole
Dispositive Power
12,584,738(1)
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10.
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Shared
Dispositive Power
0
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
12,584,738
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
[ ]
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13.
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Percent
of Class Represented by Amount in Row (11)
13.9%
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14.
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Type
of Reporting Person (See Instructions)
IN
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_____________________
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(1)
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The
shares are owned by The Ann S. Gerdin Revocable
Trust.
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Item
1.
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Security
and Issuer.
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Item
6.
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Contracts,
Arrangements, Understandings or Relationships With Respect to Securities
of the Issuer.
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