Hobbs Terri B – ‘SC 13D’ on 9/25/98 re: Metrotrans Corp

As of:  Friday, 9/25/98   ·   Accession #:  931763-98-2506   ·   File #:  5-50059

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      General Statement of Beneficial Ownership              7     20K 

Document Table of Contents

SC 13D
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UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION  
WASHINGTON, DC 20549  

--------------------------  

SCHEDULE 13D  
(Rule 13d-101)  

UNDER THE SECURITIES EXCHANGE ACT OF 1934 

METROTRANS CORPORATION  
(Name of Issuer)  

COMMON STOCK, $.01 PAR VALUE  
(Title of Class of Securities)  

592665 10 3 
(CUSIP Number)  

Terri B. Hobbs  
200 Westpark Drive  
Suite 220 
Peachtree City, Georgia 30269 
(770) 229-5995  
--------------------------------------------------------------------------------
(Name, address and telephone number of Person Authorized to Receive Notices and 
Communications) 

September 15, 1998  
--------------------------------------------------------------------------------
(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 that is the subject of this Schedule 13D, and is filing this    
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following    
box. [_]                                                                        

(Continued on following pages)  

SC 13D
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1.   NAME OF REPORTING PERSON                                                   
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - (ENTITIES ONLY)           

Terri B. Hobbs                                                        

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           

(a)  [_]                                                    

(b)  [X]                                                    

3.   SEC USE ONLY                                                               

4.   SOURCE OF FUNDS                                                            

Not applicable                                                        

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM  
2(d) OR 2(e):                                               [_]       

6.   CITIZENSHIP OR PLACE OF ORGANIZATION                                       

United States of America                                              

7.   SOLE VOTING POWER                                                          

70,200 (See Items 4, 5 and 6)                                         

8.   SHARED VOTING POWER                                                        

-0-                                                                   

9.   SOLE DISPOSITIVE POWER                                                     

70,200 (See Items 4, 5 and 6)                                         

10.  SHARED DISPOSITIVE POWER                                                   

-0-                                                                   

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               

70,200    (See Items 4, 5 and 6)                                      

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12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                     
CERTAIN SHARES                                          [_]           

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11                           

1.7%                                                                  

14.  TYPE OF REPORTING PERSON                                                   

IN                                                                    

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STATEMENT OF INFORMATION REQUIRED PURSUANT TO SECTION 
13(D)(1) OR 14(D)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 

SECTION 13D 

The following statement of information is being filed by Terri B. Hobbs pursuant
to Regulation 240.13d-1 of the Rules and Regulations of the Securities and      
Exchange Commission.                                                            

Item 1.   Security and Issuer.                                                  
-------------------                                         

  This statement relates to the Common Stock, par value $.01 per share, of
Metrotrans   Corporation, a Georgia Corporation (the "Issuer"), whose principal 
office is located at   777 Greenbelt Parkway, Griffin, Georgia 30223.           

Item 2.   Identity and Background.                                              
-----------------------                                     

(a)  Name:     Terri B. Hobbs                                         

(b)  Business Address: 200 Westpark Drive, Suite 220, Peachtree City, 
Georgia 30269                                                                   

(c)  Employment: Deputy Chief Executive Officer of the Issuer         

(d)  Criminal Convictions: None                                       

(e)  Civil Proceedings: None                                          

(f)  Citizenship: United States of America                            

Item 3.   Source and Amount of Funds or Other Consideration.                    
-------------------------------------------------           

Not applicable                                                        

Item 4.   Purpose of Transaction.                                               
----------------------                                      

Ms. Hobbs holds the shares for investment purposes.  Pursuant to an   
Agreement dated August 21, 1998 (the "Agreement"), between The Mayflower        
Corporation plc ("Mayflower"), Mayflower (U.S. Holdings), Inc., the Issuer, D.  
Michael Walden, Ms. Hobbs, Randolph B. Stanley and M. Earl Meck, Mr. Walden and 
Ms. Hobbs shall have the right (the "Put"), commencing December 31, 2000 and    
expiring 45 days after results of operation are published by the Issuer for the 
period ending December 31, 2002 (the "Option Term"), to tender all of either of 
their shares of Issuer Common Stock to Mayflower at a price equal to the average
of the closing bid and asked prices reported on the Nasdaq National Market for  
the 20 trading days immediately prior to the date that notice of intent to      
exercise the Put is given; provided that in no event will                       

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SC 13D
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the purchase price per share exceed $40.00 per share, and provided further that 
the purchase price per share shall be no less then $10.00 per share for the     
period from December 31, 2000 to December 31, 2001; no less than $12.50 per     
share for the period from January 1, 2002 to September 30, 2002; and no less    
than $15.00 per share for the period from October 1, 2002 to December 31, 2002. 
As of the date of the Agreement, Mr. Walden owned 843,950 shares of Issuer      
Common Stock (including 18,750 shares issuable upon exercise of outstanding     
stock options currently exercisable). In the event that the Option Term expires 
without Mr. Walden and Ms. Hobbs, or either of them, having exercised the Put or
under certain other circumstances, Mayflower shall have the right to purchase,  
at any time prior to December 31, 2004, all of the shares owned by Mr. Walden or
Ms. Hobbs.                                                                      

Item 5.   Interest in Securities of the Issuer.                                 
------------------------------------                        

     (a)  As of this date, Ms. Hobbs is the beneficial owner of 70,200 shares of
Common Stock of the Issuer. (1)                             

(b)  Ms. Hobbs owns sole power to vote and to dispose of the shares,  
        subject to the terms of the Put and the Call as described in Item 4.

(c)  Not applicable                                                   

(d)  Not applicable                                                   

(e)  Not applicable                                                   

     (1)  Includes 18,750 shares issuable upon exercise of outstanding
         stock options, 12,500 restricted shares that are subject to
               forfeiture upon certain circumstances and 450 shares owned by her
        spouse. Excludes an additional 19,250 shares issuable upon
          exercise of outstanding stock options that are not currently
exercisable.                                      

Item 6.   Contracts, Arrangements, Understandings or Relationships with Respect 
         ---------------------------------------------------------------------
to Securities of the Issuer.                                
---------------------------                                 

In addition to the provisions described in Item 4 above, the Agreement
provides for the reconstitution of the Board of Directors of the Issuer to      
increase the number of directors from six to eight, consisting of five directors
appointed by the directors of the Issuer and three directors appointed by       
Mayflower.  Ms. Hobbs and Mr. Walden and Mayflower have agreed to vote their    
shares of Common Stock of the Issuer at any meeting of the stockholders of the  
Issuer or in a written consent thereof to maintain the composition and          
membership of the Board of Directors of the Issuer as provided in the Agreement.
By virtue of such agreement, Ms. Hobbs may be deemed to be part of a "group"    
with Mayflower solely for purposes of Section 13(d) of the                      

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SC 13D
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Securities Exchange Act of 1934, as amended. Ms. Hobbs disclaims membership in a
group and does not affirm the existence of a group.                             

     A copy of the Agreement is filed as Exhibit 1 hereto, and such Agreement is
incorporated herein by reference.  The foregoing is not a complete description  
of the terms of the Agreement or the transactions contemplated thereby and is   
subject to and qualified in its entirety by reference to the Agreement.         

Item 7.   Material to be Filed as Exhibits.                                     
--------------------------------                            

   Exhibit 1   Agreement dated August 21, 1998, among Mayflower, the Issuer,
               Ms. Hobbs, D. Michael Walden, Randolph B. Stanley and M. Earl
Meck.                                         

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SIGNATURES
----------

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: September 25, 1998                   /s/ Terri B. Hobbs                   
------------------------------       -------------------------------
                          Name: Terri B. Hobbs

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D’ Filing		Date		First		Last			Other Filings
		12/31/04		5
		12/31/02		4		5
		10/1/02		5
		9/30/02		5
		1/1/02		5
		12/31/01		5
		12/31/00		4		5
Filed on:		9/25/98		7					SC 13D
		9/15/98		1					8-K
		8/21/98		4		6			8-K
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