McClendon Aubrey K – ‘SC 13D/A’ on 8/1/97 re: Ico Inc

As of:  Friday, 8/1/97   ·   Accession #:  930661-97-1813   ·   File #:  5-34170

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Schedule 13D Amendment No. 1                          10     31K 

Document Table of Contents

SC 13D/A
1st Page of 10
TOC
↑Top
Previous
Next
↓Bottom
Just 1st
 
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C.  20549 

SCHEDULE 13D  
(Amendment No. 1) 

Under the Securities Exchange Act of 1934 

ICO, INC. 
--------- 
(Name of Issuer)  

Common Stock, No par value  
--------------------------  
(Title of Class of Securities)  

449294206 
--------- 
(CUSIP Number)  

Shannon Self, Esquire 
Self, Giddens & Lees, Inc.  
2725 Oklahoma Tower 
210 Park Avenue 
Oklahoma City, Oklahoma 73102 
(405) 232-3001  
------------------------------  
(Name, Address and Telephone Number of Person 
Authorized to Receive Notices and Communications) 

July 16, 1997 
----------------------- 
(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 Rule 13d-1(b)(3) or (4), check the following box.  [ ]      

Note:  Six (6) copies of this statement, including all exhibits, should be filed
with the Commission.  See Rule 13d-1(a) for other parties to whom copies are to 
be sent.                                                                        

* 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 (however, see the       
Notes).                                                                         

SC 13D/A
2nd Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 2nd
CUSIP NO. 449294 20 6                                                           

(1)   Names of Reporting Persons,                            Aubrey K. McClendon
      S.S. or I.R.S. Identification                                  499-50-7198
Nos. of Above Persons                                               

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

(3)   SEC Use Only                                                              

(4)   Source of Funds (See Instruc-                                        OO,PF
tions)                                                              

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

(6)   Citizenship or Place of Organi-                                        USA
zation                                                              

                         (7)  Sole Voting Power                          453,550

Number of Shares         (8)  Shared Voting Power                              -
Beneficially                                                                    
Owned by Each            (9)  Sole Dispositive                           453,550
Reporting Person              Power                                             
With:                                                                           
                        (10)  Shared Dispositive                               -
Power               

(11)  Aggregate Amount Beneficially                                      453,550
Owned by Each Reporting Person                                      

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

(13)  Percent of Class Represented                                         2.16%
by Amount in Row (11)                                               

(14)  Type of Reporting Person (See                                           IN
Instructions)                                                       

Page 2 of 9 Pages 

SC 13D/A
3rd Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 3rd
CUSIP NO. 449294 20 6                                                           

(1)   Names of Reporting Persons,                                    Tom L. Ward
      S.S. or I.R.S. Identification                                  442-66-8110
Nos. of Above Persons                                               

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

(3)   SEC Use Only                                                              

(4)   Source of Funds (See Instruc-                                        OO,PF
tions)                                                              

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

(6)   Citizenship or Place of Organi-                                        USA
zation                                                              

                            (7)  Sole Voting Power                       526,050

Number of Shares            (8)  Shared Voting Power                           -
Beneficially                                                                    
Owned by Each               (9)  Sole Dispositive                        526,050
Reporting Person                 Power                                          
With:                                                                           
                           (10)  Shared Dispositive                            -
Power         

(11)  Aggregate Amount Beneficially                                      526,050
Owned by Each Reporting Person                                      

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

(13)  Percent of Class Represented                                          2.5%
by Amount in Row (11)                                               

(14)  Type of Reporting Person (See                                           IN
Instructions)                                                       

Page 3 of 9 Pages 

SC 13D/A
4th Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 4th
CUSIP NO. 449294 20 6                                                           

Preliminary Statement 
----------------------- 

This Amendment No. 1 amends and supplements the statement on Schedule 13D dated 
March 14, 1997 (the "Schedule 13D") filed on behalf of Aubrey K. McClendon, an  
individual, and Tom L. Ward, an individual.  Because certain information set    
forth in the Schedule 13D may indicate group status between Mr. McClendon and   
Mr. Ward, this Schedule 13D is submitted jointly by such reporting persons.     
However, McClendon and Ward each disclaim the presence of any agreement among   
them to act as a group for purposes of acquiring, holding or disposing of the   
securities reported herein.                                                     

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

   This Schedule 13D relates to the shares of common stock, no par value per
 share (the "Common Stock"), of ICO, Inc., a Texas  corporation ("ICO"),
    which has its principal executive offices at 11490 Westheimer, Suite 1000,
Houston, Texas  77077.                                                

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

Aubrey K. McClendon                                                   
-------------------                                                   

    (a)-(c)     Mr. McClendon is the Chairman of the Board and Chief Executive
Officer of Chesapeake Energy Corporation, an Oklahoma corporation     
   ("Chesapeake Energy"), 6100 North Western Avenue, Oklahoma City, Oklahoma
73118.  Chesapeake Energy is engaged in oil and gas exploration and   
development.                                                          

(d)         During the past five (5) years, Mr. McClendon has not been
     convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).                                                        

  (e)         During the past five (5) years, Mr. McClendon has not been a
party to a civil proceeding of a judicial or an administrative body of
competent jurisdiction as a result of which Mr. McClendon is, or was, 
     subject to a judgment, decree or final order enjoining future relations of,
or prohibiting or mandating activity subject to, federal or state     
securities laws or finding any violation with respect to such laws.   

Page 4 of 9 Pages 

SC 13D/A
5th Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 5th
CUSIP NO. 449294 20 6                                                           

Tom L. Ward                                                           
-----------                                                           

(a)-(c)     Mr. Ward is the President and Chief Operating Officer of  
Chesapeake Energy.                                                    

     (d)         During the past five (5) years, Mr. Ward has not been convicted
in a criminal proceeding (excluding traffic violations or similar     
misdemeanors).                                                        

   (e)         During the past five (5) years, Mr. Ward has not been a party
    to a civil proceeding of a judicial or an administrative body of competent
jurisdiction as a result of which Mr. Ward is, or was, subject to a   
judgment, decree or final order enjoining future relations of, or     
   prohibiting or mandating activity subject to, federal or state securities
laws or finding any violation with respect to such laws.              

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

Aubrey K. McClendon                                                   
-------------------                                                   

   The 453,550 shares of the Common Stock of ICO owned by Mr. McClendon were
purchased in the open market through brokerage transactions.  The     
     investment cost (excluding commissions) of the 5,250 shares acquired by Mr.
    McClendon in the past sixty days was $25,750.00.  All or substantially all
  of the funds utilized to purchase the shares owned by Mr. McClendon were
     borrowed by Mr. McClendon pursuant to a margin account with Rauscher Pierce
Refsnes, Inc.  Such borrowed amounts do not include an adjustment for 
  subsequent repayments from Mr. McClendon's personal funds because of the
inherent difficulty in tracing the application of such funds.         

Page 5 of 9 Pages 

SC 13D/A
6th Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 6th
CUSIP NO. 449294 20 6                                                           

Tom L. Ward                                                           
-----------                                                           

The 526,050 shares of the Common Stock of ICO owned by Mr. Ward were  
   purchased through brokerage transactions.  The investment cost (excluding
 commissions) of the 5,250 shares acquired by Mr. Ward in the past sixty
days was $25,750.00.  A portion of the funds utilized to purchase the 
  shares owned by Mr. Ward were borrowed by Mr. Ward pursuant to a lending
  arrangement with Rauscher Pierce Refsnes, Inc.  Such borrowed amounts do
not include an adjustment for subsequent repayments from Mr. Ward's   
personal funds because of the inherent difficulty in tracing the      
application of such funds.                                            

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

The reporting persons each purchased shares of Common Stock of ICO for
 purposes of investment.  In the future any one or more of the reporting
 persons may decide to (i) purchase additional shares of Common Stock or
(ii) dispose of any or all of the Common Stock of ICO in any manner   
permitted by applicable securities laws.                              

     As a part of each reporting person's continuing assessment of the reporting
person's investment in the Common Stock of ICO, one or more of the    
 reporting persons may communicate with, among others, ICO's management,
     ICO's Board of Directors, and other ICO shareholders.  In addition, each of
 the reporting persons reserves the right to exercise any and all of the
  reporting person's rights as a stockholder of ICO in a manner consistent
with the reporting person's equity interest.                          

 Except as set forth above, each of the reporting persons has no present
     plans or intentions relating to the transactions described in subparagraphs
(a) through (j) of Item 4 of Schedule 13D.                            

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

     The aggregate percentage of shares of Common Stock reported as beneficially
     owned by each person herein is based upon 21,016,124 shares of Common Stock
 outstanding, as reported in ICO's quarterly report on Form 10-Q for the
quarterly period ending March 31, 1997.                               

Page 6 of 9 Pages 

SC 13D/A
7th Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 7th
CUSIP NO. 449294 20 6                                                           

    (a)     The following table sets forth the aggregate number and percentage
of the class of Common Stock of the ICO identified pursuant to Item 1 
beneficially owned by each person named in Item 2:                    

Person                        Amount    Percent                 
------                      ----------  -------                 

Aubrey K. McClendon            453,550      2.16%                     

Tom L. Ward                    526,050(1)   2.5%                      

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

           (1)  This amount does not include 31,800 shares owned of record
  and beneficially by the Trustee of the Tom L. Ward Children's Trust (the
    "Trust"). The Trustee exercises sole voting and dispositive power over the
   shares owned by the Trust, and Mr. Ward disclaims beneficial ownership of
such shares.                                                          

  (b)     The following table sets forth, for each person identified under
    paragraph (a), the number of shares of Common Stock of ICO as to which the
person has (1) the sole power to vote or direct the voting, (2) shared
 power to vote or direct the voting, (3) the sole power to dispose or to
 direct the disposition, or (4) shared power to dispose or to direct the
disposition:                                                          

Person                        Amount    Percent                 
------                      ----------  -------                 

Aubrey K. McClendon            453,550      2.16%                     

Tom L. Ward                    526,050(1)   2.5%                      

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

(1)  See footnote (1) under paragraph (a) of Item 5.  

     (c)     During the past sixty (60) days from the date of this Schedule 13D,
  the following transactions were effected in the Common Stock on the open
 market by a reporting person named in response to Paragraph (a) of this
Item 5:                                                               

Page 7 of 9 Pages 

SC 13D/A
8th Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 8th
CUSIP NO. 449294 20 6                                                           

                                                                [Download Table]


Aubrey K. McClendon                  
-------------------                  

               Number                
               of Shares   Price,    
               Acquired    Excluding 
  Date         /(Sold)     Commission
--------       ---------   ----------
                                     
05-23-97          2,750     $4.87500 
06-16-97          2,500      4.93750 
07-02-97        (16,250)     5.20300 
07-02-97        (12,500)     5.21870 
07-03-97        (52,500)     5.04760 
07-07-97        (20,000)     5.00000 
07-10-97         (5,000)     5.00000 
07-11-97         (2,500)     5.00000 
07-14-97         (5,000)     5.00000 
07-15-97         (5,000)     5.00000 
07-16-97        (43,500)     5.00000 


Tom L. Ward                          
-----------                          

               Number                
               of Shares   Price,    
               Acquired    Excluding 
  Date         /(Sold)     Commission
--------       ---------   ----------

05-23-97          2,750     $4.87500 
06-16-97          2,500      4.93750 
07-02-97        (16,250)     5.20300 
07-02-97        (12,500)     5.21870 
07-10-97         (5,000)     5.00000 
07-11-97         (2,500)     5.00000 
07-14-97         (5,000)     5.00000 
07-15-97         (5,000)     5.00000 
07-16-97        (43,500)     5.00000 


(d)     See Item 6, below.                                            

(e)     Not applicable.                                               

Page 8 of 9 Pages 

SC 13D/A
9th Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 9th
CUSIP NO. 449294 20 6                                                           

Item 6.   Contracts, Agreements, Underwritings or Relationships With Respect    
to Securities of the Issuer.                                
-----------------------------------------------------       

The Agreement dated February 25, 1994 between Aubrey K. McClendon and 
    Rauscher Pierce Refsnes, Inc. ("Rauscher") and the Agreement dated October
     25, 1991 between Tom L. Ward and Rauscher each contain standard default and
remedial provisions.                                                  

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

1.   Joint Filing Agreement.                                                    

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.                                                                        

DATED:      July 29, 1997.                                                      

                               /s/ Aubrey K. McClendon
                                          ----------------------------------
                           Aubrey K. McClendon

                       /s/ Tom L. Ward
                                            ------------------------------------
                   Tom L. Ward

Page 9 of 9 Pages 

SC 13D/A
Last Page of 10
TOC
1st
Previous
Next
↓Bottom
Just 10th
JOINT FILING AGREEMENT  

         In accordance with Rule 13d-1(f) under the Securities Exchange Act of
1934, as amended, the undersigned hereby agree to the joint filing with each    
other of the attached statement on Schedule 13D and to all amendments to such   
statement and that such statement and all amendments to such statement is made  
on behalf of each of them.                                                      

        IN WITNESS WHEREOF, the undersigned hereby execute this agreement on
July 29, 1997.                                                                  

                               /s/ Aubrey K. McClendon
                                            ------------------------------------
                                          Aubrey K. McClendon, an individual

                       /s/ Tom L. Ward
                                            ------------------------------------
                                  Tom L. Ward, an individual

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
Filed on:		8/1/97
		7/29/97		9		10
		7/16/97		1
		3/31/97		6					10-Q
		3/14/97		4
		2/25/94		9
									List all Filings