Hanson Capital Partners LLC – ‘SC 13D/A’ on 11/13/06 re: Winnebago Industries Inc

On:  Monday, 11/13/06, at 5:09pm ET   ·   Accession #:  897101-6-2357   ·   File #:  5-18260

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Amendment to General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment No. 53 to Schedule 13D                      11     36K 

Document Table of Contents

SC 13D/A
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
 under the Securities Exchange Act of 1934
 (Amendment No. 53)*

WINNEBAGO INDUSTRIES, INC.
(Name of Issuer)

COMMON STOCK, $.50 PAR VALUE
(Title of Class of Securities)

 974637100
(CUSIP Number)

WILLIAM M. LIBIT, ESQ.
CHAPMAN AND CUTLER LLP
111 WEST MONROE STREET
 CHICAGO, ILLINOIS 60603
(312) 845-2981
 (Name, Address and Telephone Number of Person
 Authorized to Receive Notices and Communications)

 NOVEMBER 10, 2006
 (Date of Event which Requires
 Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report 
the acquisition which is the subject of this Schedule 13D, and is filing this   
schedule because of ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the    
following box [ ].                                                              

*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           
disclosures provided in a prior cover page.                                     

The information required on 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.                        

SC 13D/A
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CUSIP No. 974637100                                                             
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(1)      Names of Reporting Persons                                             
S.S. or I.R.S. Identification Nos. of Above Person            

--------------------------------------------------------------------------------
       Hanson Capital Partners, L.L.C.  I.R.S. Identification No. 52-2286575
John V. Hanson          SS# 479-42-5460                       
Mary Joan Boman         SS# 478-40-8029                       
Paul D. Hanson          SS# 485-54-1079                       

--------------------------------------------------------------------------------
(2)      Check the Appropriate Box if a Member of a Group        (a)     [x]    
     (See Instructions)                                      (b)     [ ]

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(3)      SEC Use Only                                                           

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(4)      Source of Funds                                                        

Not applicable.                                               

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(5)      Check if Disclosure of Legal Proceedings is Required Pursuant          
     to Items 2(d) or 2(e)                                           [ ]

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(6)      Citizenship or Place of Organization                                   

 Hanson Capital Partners, L.L.C. is a Delaware limited liability
company.                                                      

      John V. Hanson, Mary Joan Boman and Paul D. Hanson are United States
citizens.                                                     

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CUSIP No. 974637100                                                       Page 2
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                ----------------------------------------------------------------
(7)      Sole Voting Power                      
Hanson Capital                
                    Partners, L.L.C.     1,503,012 shares (4.8%)
                     John V. Hanson          48,260 (includes 200 shares
                                                 owned by wife and 48,000 shares
                                          which John V. Hanson has
                                      a right to acquire)*
                        Mary Joan Boman         92,957 (includes 50,852 shares
                                             owned by husband, Gerald E.
                                                Boman, and 19,000 shares which
                                               Gerald E. Boman has the right
                              to acquire)*
     Paul D. Hanson          320 shares*
*less than 1.0 percent.       
NUMBER OF                                                                     
   SHARES       ----------------------------------------------------------------
BENEFICIALLY    (8)      Shared Voting Power                                    
OWNED BY                                                                      
EACH                          Not Applicable.                             
REPORTING                                                                     
  PERSON        ----------------------------------------------------------------
WITH         (9)      Sole Dispositive Power                              
Hanson Capital                
                    Partners, L.L.C.     1,503,012 shares (4.8%)
                     John V. Hanson          48,260 (includes 200 shares
                                                 owned by wife and 48,000 shares
                                            which John V. Hanson has a
                                    right to acquire)*
                        Mary Joan Boman         92,957 (includes 50,852 shares
                                             owned by husband, Gerald E.
                                          Boman, and 19,000 shares
                                           which Gerald E. Boman has
                                        the right to acquire)*
     Paul D. Hanson          320 shares*
*less than 1.0 percent.       

                ----------------------------------------------------------------
(10)     Shared Dispositive Power               

See (9) above.                

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CUSIP No. 974637100                                                       Page 3
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(11)     Aggregate Amount Beneficially Owned by Each Reporting Person           

See (7) and (9) above.                                        

(12)     Check if the Aggregate Amount in Row (11) Excludes Certain             
        Shares (See Instructions)                                          [ ]

(13)     Percent of Class Represented by Amount in Row (11)                     

See (7) and (9) above.                                        

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(14)     Type of Reporting Person (See Instructions)                            

Hanson Capital Partners, L.L.C., CO.                          

John V. Hanson, IN; Mary Joan Boman, IN; Paul D. Hanson, IN   

ITEM 1.  SECURITY AND ISSUER                                                    

  The class of securities to which this statement relates is Common Stock,
$.50 par value (the "COMMON STOCK"), of Winnebago Industries, Inc.              
("WINNEBAGO"), an Iowa corporation. The address of Winnebago's principal        
executive offices is P.O. Box 152, Forest City, Iowa 50436.                     

ITEM 2.  IDENTITY AND BACKGROUND                                                

   This statement is being filed by Hanson Capital Partners, L.L.C., John V.
Hanson, Mary Joan Boman and Paul D. Hanson. Hanson Capital Partners, L.L.C.     
("HCP") is a Delaware limited liability company which is currently comprised of 
the Luise V. Hanson Qualified Terminable Interest Property Marital Deduction    
Trust (the "QTIP TRUST"), the Luise V. Hanson Revocable Trust dated September   
22, 1984 (the "REVOCABLE TRUST") and John V. Hanson, Mary Joan Boman and Paul D.
Hanson, each in their individual capacity. John V. Hanson, Mary Joan Boman and  
Paul D. Hanson are the Managing Members of HCP. The business address for HCP is 
c/o Mr. John V. Hanson, 6400 SE Inlet Way, Stuart, Florida 34996. The business  
address for the QTIP Trust is c/o Bessemer Trust, 222 Royal Palm Way, Palm      
Beach, Florida 33480. The business address for the Revocable Trust is c/o Mr.   
John V. Hanson, 6400 SE Inlet Way, Stuart, Florida 34996. The general purpose of
HCP is to provide a business structure for the members of the family of Luise V.
Hanson and trusts to enable them to pool and invest assets under consolidated   
ownership and management. Mr. John V. Hanson is retired and his residence       
address is 6400 SE Inlet Way, Stuart, Florida 34996. Mrs. Mary Joan Boman is    
retired and her residence address is 743 S.W. Thornhill Lane, Palm City, Florida
34990. Mr. Paul D. Hanson is retired and his residence address is 757 S.E. 17th 
Street, PMB - 332, Ft. Lauderdale, Florida 33316.                               

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CUSIP No. 974637100                                                       Page 4
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     John V. Hanson, Mary Joan Boman, Paul D. Hanson and Bessemer Trust Company,
N.A. are co-trustees under the Revocable Trust which has a 64.6% membership     
interest in HCP. John V. Hanson, Mary Joan Boman, Paul D. Hanson and Bessemer   
Trust Company, N.A. are co-trustees under the QTIP Trust which has a 34.8%      
membership interest in HCP. John V. Hanson, Mary Joan Boman and Paul D. Hanson  
each have, in their individual capacity, a .2% membership interest in HCP.      

     None of HCP, John V. Hanson, Mary Joan Boman and Paul D. Hanson has, during
the last five years, been convicted in a criminal proceeding (excluding traffic 
violations or similar misdemeanors). Further, none of HCP, John V. Hanson, Mary 
Joan Boman and Paul D. Hanson has, during the last five years, been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction 
which resulted in any of the foregoing being subject to a judgment, decree or   
final order enjoining future violations of, or prohibiting or mandating         
activities subject to, federal or state securities law or finding any violation 
with respect to such laws.                                                      

John V. Hanson, Mary Joan Boman and Paul D. Hanson are United States  
citizens.                                                                       

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION                      

 NOT APPLICABLE. This amendment is being filed to report a change in the
direct and indirect beneficial ownership by HCP of an aggregate of 150,000      
shares of Common Stock as a result of the sale by HCP on November 9, 2006 of    
150,000 shares of Common Stock through a broker. Reference is made to Item 4 for
a description of the transactions.                                              

ITEM 4.  PURPOSE OF TRANSACTION                                                 

On November 9, 2006, HCP sold 150,000 shares of Common Stock through a
broker for an approximate purchase price of $5,002,800 or an average price per  
share of $33.3520.                                                              

     The QTIP Trust, the Revocable Trust and John V. Hanson, Mary Joan Boman and
Paul D. Hanson, each in their individual capacity, are the only members of HCP. 

   The undersigned do not presently have any plans or proposals which relate
to or would result in:                                                          

(a)  The acquisition by any person of additional securities of Winnebago, or the
disposition of securities of Winnebago, other than the acquisition or 
   disposition of membership or economic interests in HCP or the disposition
   by HCP of Winnebago Common Stock in accordance with a Rule 10b5-1 Trading
Plan that HCP entered into with Bessemer Trust Company of Florida on  
  November 9, 2006 (the "TRADING PLAN") and after termination of such Plan
from time to time when believed to be in the best interests of HCP's  
members;                                                              

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CUSIP No. 974637100                                                       Page 5
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(b)  An extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving Winnebago or any of its subsidiaries;          

(c)  A sale or transfer of a material amount of assets of Winnebago or any of   
its subsidiaries;                                                     

(d)  Any change in the present board of directors or management of Winnebago,   
    including any plans or proposals to change the number or term of directors
or to fill any existing vacancies on the board;                       

(e)  Any material change in the present capitalization or dividend policy of    
Winnebago;                                                            

(f)  Any other material change in Winnebago's business or corporate structure;  

(g)  Changes in Winnebago's charter, bylaws or instruments corresponding thereto
   or other actions which may impede the acquisition of control of Winnebago
by any person;                                                        

(h)  Causing a class of securities of Winnebago to be delisted from a national  
securities exchange or to cease to be authorized to be quoted in an   
inter-dealer quotation system of a registered national securities     
association;                                                          

(i)  A class of equity securities of Winnebago becoming eligible for termination
of registration pursuant to Section 12(g)(4) of the Act; or           

(j)  Any action similar to any of those enumerated above.                       

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER                                   

(a)  HCP is the beneficial owner of 1,503,012 shares of Common Stock, which     
   represent approximately 4.8% of Winnebago's issued and outstanding Common
  Stock. The Revocable Trust, of which John V. Hanson, Mary Joan Boman and
Paul D. Hanson (each an "INDIVIDUAL TRUSTEE" and collectively, the    
     "INDIVIDUAL TRUSTEES") and Bessemer Trust Company (the "CORPORATE TRUSTEE")
    are co-trustees, is a member of HCP and has a 64.6% membership interest in
HCP.                                                                  

(b)  By virtue of the Revocable Trust's 64.6% membership interest in HCP, a     
 majority of the Individual Trustees together with the Corporate Trustee
    have sole voting power with respect to 1,503,012 shares of Common Stock of
  which HCP is the beneficial owner. A majority of the Individual Trustees
together with the Corporate Trustee have sole dispositive power with  
respect to the 1,503,012 shares of Common Stock of which HCP is the   
  beneficial owner, except that disposition of all or substantially all of
those shares requires the unanimous approval of all members of HCP.   

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CUSIP No. 974637100                                                       Page 6
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(c)  Except for the transactions described in Item 4 and the sale of an         
   aggregate of 350,000 shares of Common Stock by HCP during the period from
November 6, 2006 through November 8, 2006, as reported on Schedule 13D
     (Amendment No. 52), none of HCP, John V. Hanson, Mary Joan Boman or Paul D.
  Hanson has had any transactions in Common Stock during the past 60 days.

(d)  Not applicable.                                                            

(e)  As of November 10, 2006, HCP ceased to be the beneficial owner of more than
five percent of Common Stock.                                         

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR                             
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER        

The Hanson Capital Partners L.L.C. Limited Liability Company Agreement
provides that members of HCP shall manage HCP and any action taken by the       
members under such Agreement requires the consent of members representing a     
majority of the member percentage interests, except that certain actions, such  
as the disposition of all or substantially all of HCP's assets, requires the    
unanimous approval of all members of HCP.                                       

    On November 9, 2006, HCP entered into the Trading Plan with Bessemer Trust
Company. Not prior to November 14, 2006, HCP intends to sell up to 500,000      
shares of Common Stock at a minimum price of $33.00 per share pursuant to the   
Trading Plan. The Trading Plan terminates on June 30, 2007, unless terminated   
earlier in accordance with its terms. HCP entered into the Trading Plan as a    
continuing part of its investment portfolio diversification plan.               

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS                                       

None.                                                         

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CUSIP No. 974637100                                                       Page 7
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 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.                                                                        

                                       HANSON CAPITAL PARTNERS, L.L.C.

November 13, 2006                     /s/ John V. Hanson              
-------------------------------------      -------------------------------------
        (Date)                            John V. Hanson, as Managing Director

November 13, 2006                      /s/ Mary Joan Boman            
-------------------------------------      -------------------------------------
         (Date)                            Mary Joan Boman, as Managing Director

November 13, 2006                     /s/ Paul D. Hanson              
-------------------------------------      -------------------------------------
        (Date)                            Paul D. Hanson, as Managing Director

SC 13D/A
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CUSIP No. 974637100                                                       Page 8
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 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.                                                                        

November 13, 2006                     /s/ Mary Joan Boman             
-------------------------------------      -------------------------------------
(Date)                                      Mary Joan Boman   

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CUSIP No. 974637100                                                       Page 9
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 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.                                                                        

November 13, 2006                     /s/ John V. Hanson              
-------------------------------------      -------------------------------------
(Date)                                    John V. Hanson  

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CUSIP No. 974637100                                                      Page 10
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 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.                                                                        

November 13, 2006                    /s/ Paul D. Hanson             
-------------------------------------      -------------------------------------
(Date)                                    Paul D. Hanson  

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
		6/30/07		7
		11/14/06		7
Filed on:		11/13/06		8		11			4
		11/10/06		1		7
		11/9/06		5		7			10-K,  144,  4,  DEF 14A,  SC 13D/A
		11/8/06		7
		11/6/06		7
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