SEC Info - Macke Jeffrey - ‘SC 13D/A’ on 5/3/05 re: Alco Stores Inc

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Macke Jeffrey – ‘SC 13D/A’ on 5/3/05 re: Alco Stores Inc

On: Tuesday, 5/3/05, at 11:44am ET · Accession #: 1014108-5-139 · File #: 5-43827

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 5/03/05  Macke Jeffrey                     SC 13D/A               1:13K  Alco Stores Inc                   Stinson Leonard … LLP/FA

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment No. 4 12/31                                  9     28K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer Exhibits Identity and Background Interest in Securities of the Company Purpose of Transaction Security and Issuer Source and Amounts of Funds and Other Consideration
1	1st Page - Filing Submission
5	Item 1. Security and Issuer
"	Item 2. Identity and Background
6	Item 3. Source and Amounts of Funds and Other Consideration
"	Item 4. Purpose of Transaction
"	Item 5. Interest in Securities of the Company
7	Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
"	Item 7. Exhibits

SC 13D/A 1st Page of 9 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
 UNDER THE SECURITIES EXCHANGE ACT OF 1934
 (Amendment No. 4)

DUCKWALL-ALCO STORES, INC.
(Name Of Issuer)

Common Stock, par value $.0001 per share
(Title of Class of Securities)

 264142100
(CUSIP Number)

JEFFREY J. MACKE
 2001 Union Street, #320
 San Francisco, CA 94123
(415) 789-0399

 (Name, Address and Telephone Number of Person Authorized to
 Receive Notices and Communications)

April 22, 2005
 (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 if a  
fee is being paid with this statement [ ].                                      

Page 1 of 9 

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CUSIP Number 264142100                                                          

1.  Name of Reporting Persons S.S. or I.R.S. Identification Nos.                
of Above Persons                                                        

Jeffrey J. Macke                                                        

2.  Check the Appropriate Box if a Member of a Group                    (a)     

3.  SEC Use Only                                                        (b)     

4.  Source of Funds (See Instructions)                                  OO      

5.  Check Box if Disclosure of Legal Proceedings is Required                    
   Pursuant to Item 2(d) or 2(e)                                Not Applicable

6.  Citizenship or Place of Organization                         United States  

7.  Sole Voting Power                                                 44,800    

8.  Shared Voting Power                                                2,500    

9.  Sole Dispositive Power                                            44,800    

10. Shared Dispositive Power                                           2,500    

11. Aggregate Amount Beneficially Owned by Each Reporting Person      47,300    

12. Check Box if the Aggregate Amount in Row (11) Excludes                      
   Certain Shares (See Instructions)                            Not Applicable

13. Percent of Class Represented by Amount In Row (11)                 1.06%    

14. Type of Reporting Person (See Instructions)                         IN      

Page 2 of 9 

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CUSIP Number 264142100                                                          

1.   Name of Reporting Persons S.S. or I.R.S. Identification                    
Nos. of Above Persons                                                 

Kathleen O. Macke                                                     

2.   Check the Appropriate Box if a Member of a Group                   (a)     
                                                                   (b)
3.   SEC Use Only                                                               

4.   Source of Funds (See Instructions)                                 OO      

5.   Check Box if Disclosure of Legal Proceedings is                            
    Required Pursuant to Item 2(d) or 2(e)                      Not Applicable

6.   Citizenship or Place of Organization                         United States 

7.   Sole Voting Power                                                  0       

8.   Shared Voting Power                                             29,676     

9.   Sole Dispositive Power                                             0       

10.  Shared Dispositive Power                                        29,676     

11.  Aggregate Amount Beneficially Owned by Each                                
Reporting Person                                                29,676

12.  Check Box if the Aggregate Amount in Row (11)                              
    Excludes Certain Shares (See  Instructions)                 Not Applicable

13.  Percent of Class Represented by Amount In Row (11)              0.66%      

14.  Type of Reporting Person (See Instructions)                      IN        

 Page 3 of 9

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CUSIP Number 264142100                                                          

1.   Name of Reporting Persons S.S. or I.R.S. Identification                    
Nos. of Above Persons                                                 

Kenneth A. Macke Revocable Trust dated as of December 16, 1986        

2.   Check the Appropriate Box if a Member of a Group                   (a)     

3.   SEC Use Only                                                       (b)     

4.   Source of Funds (See Instructions)                                 OO      

5.   Check Box if Disclosure of Legal Proceedings is Required                   
    Pursuant to Item 2(d) or 2(e)                               Not Applicable

6.   Citizenship or Place of Organization                           California  

7.   Sole Voting Power                                                  0       

8.   Shared Voting Power                                                0       

9.   Sole Dispositive Power                                             0       

10.  Shared Dispositive Power                                           0       

11.  Aggregate Amount Beneficially Owned by Each Reporting Person       0       

12.  Check Box if the Aggregate Amount in Row (11) Excludes                     
    Certain Shares (See Instructions)                           Not Applicable

13.  Percent of Class Represented by Amount In Row (11)                 0%      

14.  Type of Reporting Person (See Instructions)                        OO      

Page 4 of 9 

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     This Amendment No. 4 to Schedule 13D ("Amended 13D") is being filed
jointly by Jeffrey J. Macke and Kathleen O. Macke individually and on behalf of 
Kenneth A. Macke and as trustee of the Kenneth A. Macke Revocable Trust ("KAM   
Trust") to reflect that the KAM Trust no longer has beneficial ownership of any 
shares of common stock, par value $.0001 per share.                             

ITEM 1. SECURITY AND ISSUER                                                     
-------------------                                             

    This Amended 13D relates to the common stock, par value $.0001 per
share ("Common Stock"), of Duckwall-Alco Stores, Inc., a Delaware corporation   
(the "Company"). The address of the Company's principal office is 401 Cottage   
Street, Abilene, Kansas 67410.                                                  

ITEM 2. IDENTITY AND BACKGROUND                                                 
-----------------------                                         

     This Amended 13D is being filed by the following persons as a joint
filing pursuant to Rule 13D-1(k)(1):                                            

Jeffrey J. Macke ("Jeff Macke")                               
Kathleen O. Macke ("Mrs. Macke")                              
Kenneth A. Macke Revocable Trust ("KAM Trust")                

Jeffrey J. Macke                                                                
----------------                                                                

     (a)-(f) The business address of Jeff Macke is 98 Main Street, #606,
Tiburon, CA 94920. Jeff Macke is a member of the Board of Directors of the      
Company and a member of the Audit Committee and the Compensation Committee of   
the Company. Jeff Macke is the controlling member and investment manager for    
Macke Asset Management, LLC, a Delaware limited liability company. Macke Asset  
Management, LLC is an investment advisor that provides investment advisory      
services for various persons. During the last five years, Jeff Macke (i) has not
been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), and (ii) has not been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction and as a result of such        
proceeding was or is subject to a judgment, decree or final order enjoining     
future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violation with respect to such laws.    
Jeff Macke is a United States citizen.                                          

Kathleen O. Macke                                                               
-----------------                                                               

         (a)-(f) The address of Mrs. Macke is PO Box 3687, Yountville, CA 94599.
Mrs. Macke is a retired individual who also acts as custodian and guardian for  
her husband, Kenneth A. Macke ("Kenneth Macke"), and is the trustee of the KAM  
Trust. Kenneth Macke is a retired individual and is the father of Jeff Macke and
husband to Mrs. Macke. During the last five years, neither Mrs. Macke nor       
Kenneth Macke (i) has been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors), and (ii) has been a party to a civil       
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree or final    
order enjoining future violations of, or prohibiting or mandating activities    
subject to, federal or state securities laws or finding any                     

Page 5 of 9 

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violation with respect to such laws. Mrs. Macke is a United States citizen.     
Kenneth Macke is a United States citizen.                                       

Kenneth A. Macke Revocable Trust                                                
--------------------------------                                                

        (a)-(f) The principal business of the KAM Trust is managing the assets
of Kenneth Macke. The principal business address of KAM Trust is PO Box 3687    
Yountville, CA 94599. During the last five years, the KAM Trust (i) has been    
convicted in a criminal proceeding (excluding traffic violations or similar     
misdemeanors), and (ii) has been a party to a civil proceeding of a judicial or 
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future         
violations of, or prohibiting or mandating activities subject to, federal or    
state securities laws or finding any violation with respect to such laws. The   
KAM Trust is a California trust.                                                

ITEM 3. SOURCE AND AMOUNTS OF FUNDS AND OTHER CONSIDERATION                     
---------------------------------------------------             

Not applicable.                                               

ITEM 4. PURPOSE OF TRANSACTION                                                  
----------------------                                          

        Pursuant to that certain memorandum of understanding dated as of April
19, 2005 (the "Agreement"), Kathleen O. Macke, trustee of the KAM Trust, agreed 
to sell 399,362 shares of Common Stock for $18.00 per share to the Company (the 
"Transaction"). The Transaction closed on April 22, 2005.                       

     The shares of Common Stock which are the subject of this filing and
which are beneficially owned by Jeff Macke are deemed to be held by a           
"controlling person", as defined by the Securities Act of 1933 (the "Act")      
because Jeff Macke is a director of the Company. As such, limited public market 
sales of Jeff Macke's shares of Common Stock may occur pursuant to Rule 144     
promulgated under the Act ("Rule 144") and private sales under Section 4 of the 
Act ("Section 4").                                                              

         Both Jeff Macke or Mrs. Macke may elect to dispose of additional shares
of Common Stock.                                                                

ITEM 5. INTEREST IN SECURITIES OF THE COMPANY                                   
-------------------------------------                           

     (a) Currently, Jeff Macke beneficially owns 47,300 shares of Common
Stock. Based on the number of shares outstanding as of January 30, 2005 as      
indicated on the Company's annual report on Form 10-K for the period ended      
January 30, 2005, Jeff Macke beneficially owns 1.06% of all issued and          
outstanding shares of Common Stock.                                             

         As of this filing, Mrs. Macke beneficially owns 29,676 shares of Common
Stock. Based on the number of shares outstanding as of January 30, 2005 as      
indicated on the Company's annual report on Form 10-K for the period ended      
January 30, 2005, Mrs. Macke beneficially owns 0.66% of all issued and          
outstanding shares of Common Stock.                                             

Page 6 of 9 

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   As of this filing, the KAM Trust beneficially owns zero shares of
Common Stock.                                                                   

   (b) Jeff Macke has the sole power (i) to dispose 44,800 shares of
Common Stock; and (ii) to vote 44,800 shares of Common Stock. Jeff Macke shares 
with his wife, the power to vote and dispose of 2,500 shares of Common Stock.   

      Mrs. Macke, for herself and on behalf of Kenneth Macke, has the sole
power to vote and dispose of 29,676 shares of Common Stock held in the Kenneth  
A. Macke IRA.                                                                   

        The KAM Trust has the sole power to vote and dispose of zero shares of
Common Stock.                                                                   

(c-d)    None.                                                

(e)      Jeff Macke - April 7, 2005.                          

Mrs. Macke - April 22, 2005.                

KAM Trust - April 22, 2005.                 

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

None.                                                         

ITEM 7. EXHIBITS                                                                
--------                                                        

1.   Joint Filing Agreement dated as of April 30, 2005          

Page 7 of 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.                                                                        

April 30, 2005                                                                  

  /s/ Jeffrey J. Macke
                               -------------------------------------------------
Jeffrey J. Macke  

April 30, 2005                                                                  

   /s/ Kathleen O. Macke
                               -------------------------------------------------
                             Kathleen O. Macke, individually and as power of
           attorney for Kenneth A. Macke

April 30, 2005                 Kenneth A. Macke Revocable Trust                 

        By:  /s/ Kathleen O. Macke
                                    --------------------------------------------
                  Kathleen O. Macke, Trustee

Page 8 of 9 

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 EXHIBIT 1

Joint Filing Agreement

  Pursuant to Reg. Section 240.13d-1(k)(1)(iii) of the Securities Exchange
Act of 1934, the foregoing Schedule 13D is filed on behalf of Jeffrey J. Macke, 
Kathleen O. Macke, individually and as power of attorney for Kenneth A. Macke   
and the Kenneth A. Macke Revocable Trust.                                       

April 30, 2005                                                                  

        /s/ Jeffrey J. Macke
                                  ----------------------------------------------
    Jeffrey J. Macke

April 30, 2005                                                                  

         /s/ Kathleen O. Macke
                                  ----------------------------------------------
                                Kathleen O. Macke, individually and as power
                    of attorney for Kenneth A. Macke

April 30, 2005                   Kenneth A. Macke Revocable Trust               

              By:    /s/ Kathleen O. Macke
                                        ----------------------------------------
                          Kathleen O. Macke, Trustee

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D/A’ Filing	Date	First	Last	Other Filings

Filed on:	5/3/05			8-K
	4/30/05	7	9	8-K
	4/22/05	1	7	3, 8-K, SC 13D/A
	4/19/05	6		4, 8-K
	4/7/05	7
	1/30/05	6		10-K
				List all Filings

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Filing Submission 0001014108-05-000139 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Macke Jeffrey – ‘SC 13D/A’ on 5/3/05 re: Alco Stores Inc

On: Tuesday, 5/3/05, at 11:44am ET · Accession #: 1014108-5-139 · File #: 5-43827

Previous ‘SC 13D’: ‘SC 13D/A’ on 4/13/05 · Latest ‘SC 13D’: This Filing

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

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

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