UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Name
of Issuer)
Common
Shares, par value $0.01 per share
(Title
of Class of Securities)
(CUSIP
Number)
Sorensen
Trust
D.
Stephen Sorensen
3820
State Street
Santa
Barbara, CA 93105
(805)
882-2200
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
With
a copy to:
Robert
B. Pincus, Esq.
Skadden,
Arps, Slate, Meagher & Flom LLP
One
Rodney Square
P.O.
Box 636
Wilmington,
DE 19899-0636
(302)
651-3000
(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 §§240.13d-1(c), 240.13d-1(f) or 240.13d-1(g), check the
following box.
o
*
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).
|
CUSIP
No.
032681108
|
|
|
1
|
Name
of Reporting Persons
Sorensen
Trust
|
|
2
|
Check
The Appropriate Box if a Member of a Group
|
|
(See
Instructions)
|
(a)
o
|
|
(b)
o
|
|
3
|
SEC
Use Only
|
|
4
|
Source
of Funds (See Instructions)
PF
|
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
o
|
|
6
|
Citizenship
or Place of Organization
California
|
|
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7
|
Sole
Voting Power
|
|
8
|
Shared
Voting Power
1,579,757
|
|
9
|
Sole
Dispositive Power
|
|
10
|
Shared
Dispositive Power
|
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
|
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
o
|
|
13
|
Percent
of Class Represented by Amount in Row (11)
9.4%
|
|
14
|
Type
of Reporting Person (See Instructions)
OO
|
|
CUSIP
No.
032681108
|
|
|
1
|
Name
of Reporting Persons
D.
Stephen Sorensen
|
|
2
|
Check
The Appropriate Box if a Member of a Group
|
|
(See
Instructions)
|
(a)
o
|
|
(b)
o
|
|
3
|
SEC
Use Only
|
|
4
|
Source
of Funds (See Instructions)
OO
|
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
o
|
|
6
|
Citizenship
or Place of Organization
United
States of America
|
|
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7
|
Sole
Voting Power
|
|
8
|
Shared
Voting Power
|
|
9
|
Sole
Dispositive Power
|
|
10
|
Shared
Dispositive Power
|
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
|
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
o
|
|
13
|
Percent
of Class Represented by Amount in Row (11)
9.4%
|
|
14
|
Type
of Reporting Person (See Instructions)
IN
|
|
CUSIP
No.
032681108
|
|
|
1
|
Name
of Reporting Persons
Shannon
P. Sorensen
|
|
2
|
Check
The Appropriate Box if a Member of a Group
|
|
(See
Instructions)
|
(a)
o
|
|
(b)
o
|
|
3
|
SEC
Use Only
|
|
4
|
Source
of Funds (See Instructions)
OO
|
|
5
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
o
|
|
6
|
Citizenship
or Place of Organization
United
States of America
|
|
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7
|
Sole
Voting Power
|
|
8
|
Shared
Voting Power
|
|
9
|
Sole
Dispositive Power
|
|
10
|
Shared
Dispositive Power
|
|
11
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
|
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
o
|
|
13
|
Percent
of Class Represented by Amount in Row (11)
9.4%
|
|
14
|
Type
of Reporting Person (See Instructions)
IN
|
Responses
to each item of this Schedule 13D are incorporated by reference into the
response to each other item, as applicable.
Item
1. Security and Issuer
This
Schedule 13D relates to common shares, par value $0.01 per share (the "Common
Shares"), of Westaff, Inc., a Delaware corporation (the
"Issuer"). The principal executive offices of the Issuer are located
at 298 North Wiget Lane, Walnut Creek,
California 94598-2453.
Item
2. Identity and Background
This
Schedule 13D is being filed jointly by the Sorensen Trust, D. Stephen Sorensen
("Mr. Sorensen"), an individual, and Shannon P. Sorensen, an individual ("Mrs.
Sorensen" and, together with the Sorensen Trust and Mr. Sorensen, the "Reporting
Persons," and each a "Reporting Person"). A Joint Filing Agreement
among the Reporting Persons is attached hereto as
Exhibit
A
. The principal business address of each of the Reporting
Persons is 3280 State Street, Santa Barbara, California 93105.
The
Sorensen Trust is a California trust. Mr. and Mrs. Sorensen, both
individuals, are the settlors and sole trustees of the Sorensen
Trust. Mr. and Mrs. Sorensen are citizens of the United States of
America.
The
Sorensen Trust holds 97% of the issued and outstanding equity interests in
Koosharem Corporation. Koosharem Corporation, a California
corporation (which does business as the “Select Family of Staffing Companies”
which include “SelectRemedy” and “Select Staffing”) is a national staffing
industry leader, with annual sales of nearly $1.5 billion and serving more than
10,000 customers in 35 states from over 300 offices. Founded in Santa
Barbara, California in 1985, Koosharem Corporation offers premier workforce
management services, including recruiting and screening professional job
candidates, payroll and time attendance management, on-site supervision,
proactive safety programs, and specialty staffing solutions, to a wide variety
of client companies, including manufacturing, industrial, clerical,
administrative, accounting, finance, information technology and professional
services.
During
the past five years, none of the Reporting Persons or other individuals
identified in this Item 2, has been (i) convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or (ii) a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of which 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 a violation in respect to such
laws.
Item
3. Source and Amount of Funds or Other Consideration
The
Sorensen Trust used its personal funds to acquire the Common Shares reported on
this Schedule 13D.
The
aggregate cost of purchasing such shares (excluding brokerage commissions, if
any) was $
497,047.97
.
Item
4. Purpose of Transaction
The
Reporting Persons acquired the Common Shares for investment purposes because
they believe that the Common Shares are undervalued in the market and represent
an attractive investment
opportunity. As
described below, Koosharem Corporation has had, and intends to continue to have,
conversations with the Issuer’s management and the board of directors regarding
the Issuer, its business, its prospects and possible strategies to maximize
shareholder value by acquiring 100% of the Issuer’s outstanding Common
Shares. The Reporting Persons may in the future consider a variety of
different alternatives to achieving their goals of maximizing the value of their
investment, including negotiated transactions, tender offers, proxy contests for
control of the Issuer’s board of directors, consent solicitations or other
actions. It should not be assumed, however, that such Reporting
Persons will take any of the forgoing actions. The Reporting Persons
reserve the right to participate, alone or with others, in plans, proposals or
transactions of a similar or different nature with respect to the Issuer or to
sell or dispose of the Common Shares in part or in whole. The
Reporting Persons may also communicate with the Issuer regarding the Issuer's
business, its prospects and possible strategies including an acquisition of
Issuer by Koosharem.
On
June 2, 2008, Mr. Sorensen sent a letter on behalf of Koosharem Corporation (as
Select Staffing) to Michael Phillips, a director of the Issuer, setting forth a
non-binding proposal for a combination of the Issuer and Select
Staffing. The proposal involved an affiliate of Select Staffing
acquiring all of the outstanding shares of the Issuer at a price in the range of
$4.00 to $4.25 per share in cash. That proposal was explicitly
subject to the completion of required due diligence, as well as the satisfactory
negotiation and execution of mutually agreeable definitive transaction
documents. The Issuer declined to engage in any meaningful
discussions with Koosharem, and its stock price continued to decline
dramatically in the subsequent months.
On
August 21, 2008, Mr. Sorensen sent a letter on behalf of Koosharem Corporation
(as Select Staffing) to Michael T. Willis, the Chairman and Chief Executive
Officer of the Issuer, setting forth a non-binding proposal for a combination of
the Issuer and Select Staffing. The proposal involved Select Staffing
acquiring all of the outstanding shares of the Issuer at a price of $1.40 per
share in cash, a 65% premium to the closing price of the Issuer's stock as of
August 20, 2008. That proposal was explicitly subject to the
completion of required due diligence, as well as the satisfactory negotiation
and execution of mutually agreeable definitive transaction
documents. The Issuer declined to engage in any meaningful
discussions with Koosharem regarding this proposal.
On
October 6, 2008, Mr. Sorensen sent a letter on behalf of Koosharem Corporation
(as Select Staffing) to Mr. Willis, setting forth a revised non-binding proposal
for a combination of the Issuer and Select Staffing. The revised
proposal involved Select Staffing acquiring all of the outstanding shares of the
Issuer at a price of $2.25 per share in cash, a 750% premium to the closing
price of the Issuer's stock as of October 6, 2008. That revised
proposal was explicitly subject to the completion of required due diligence, as
well as the satisfactory negotiation and execution of mutually agreeable
definitive transaction documents. The Issuer declined to engage in
any meaningful discussions with Koosharem regarding this proposal.
On
October 9, 2008, the Issuer and Select Staffing executed a confidentiality
agreement pursuant to which the Issuer would provide Select Staffing with
certain information in connection with discussing a potential transaction
between the Issuer and Select Staffing.
No
proposal is currently outstanding. Except as set forth in this
Schedule 13D, the Reporting Persons do not have any present plan or proposal
that would relate to or result in any of the matters set forth in subparagraphs
(a) – (j) of Item 4 of Schedule 13D. The Reporting Persons intend to
review their investment in the Issuer on a continuing
basis. Depending on various factors including, without limitation,
the Company's financial position and strategic direction, price levels of the
Common Shares, conditions in the securities market and general economic and
industry conditions, the Reporting Persons may in the future take such actions
with respect to this investment in the Company as they deem
appropriate
including, but not limited to, making another offer to acquire the outstanding
Common Shares of the Issuer, purchasing additional Common Shares or selling some
or all of their Common Shares in the open market or in privately negotiated
transactions or otherwise changing their intention with respect to any and all
matters referred to in Item 4 of this Schedule 13D.
Item
5. Interest in Securities of the Issuer
(a)
The aggregate number of Common Shares beneficially owned by the Reporting
Persons as of the date hereof is
1,579,757
. The
Reporting Persons are beneficial owners of 9.4% of the outstanding Common
Shares. According to the Issuer's quarterly report for the period
ended July 12, 2008, as of August 25, 2008, 16,697,010 Common Shares were
outstanding.
(b)
The Reporting Persons have the shared power to vote or direct the vote of, and
to dispose or direct the disposition of, the Common Shares beneficially owned by
them.
(c)
The following table sets forth all transactions with respect to the Common
Shares effected during the past 60 days by the Reporting Persons, inclusive of
any transactions effected through 4:00 p.m., New York City time, on October 27,
2008. Except as otherwise noted all such transactions were effected
in the open market.
|
Name
of Entity
|
Date
|
Number
of Shares
|
Price
per Share (in $)
|
Total
Price (In $)
|
|
Sorensen
Trust
|
9/29/2008
|
1,900
|
.50000
|
950.00
|
|
Sorensen
Trust
|
9/29/2008
|
8,000
|
.50000
|
4,000.00
|
|
Sorensen
Trust
|
9/29/2008
|
100
|
.50000
|
50.00
|
|
Sorensen
Trust
|
10/8/2008
|
10,000
|
.26000
|
2,600.00
|
|
Sorensen
Trust
|
10/8/2008
|
5,900
|
.25000
|
1,475.00
|
|
Sorensen
Trust
|
10/8/2008
|
19,000
|
.25000
|
4,750.00
|
|
Sorensen
Trust
|
10/8/2008
|
100
|
.25000
|
25.00
|
|
Sorensen
Trust
|
10/9/2008
|
500
|
.24000
|
120.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
200
|
.24000
|
48.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
10,971
|
.24000
|
2,633.04
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
800
|
.24000
|
192.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
350
|
.24000
|
84.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
100
|
.24000
|
24.00
|
|
Sorensen
Trust
|
10/9/2008
|
2,000
|
.24000
|
480.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
1,200
|
.30000
|
360.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
200
|
.30000
|
60.00
|
|
Sorensen
Trust
|
10/14/2008
|
200
|
.30000
|
60.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
579
|
.30000
|
173.70
|
|
Sorensen
Trust
|
10/14/2008
|
700
|
.30000
|
210.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.29000
|
29.00
|
|
Sorensen
Trust
|
10/14/2008
|
200
|
.30000
|
60.00
|
|
Sorensen
Trust
|
10/14/2008
|
1,421
|
.30000
|
426.30
|
|
Sorensen
Trust
|
10/14/2008
|
2,036
|
.30000
|
610.80
|
|
Sorensen
Trust
|
10/14/2008
|
300
|
.30000
|
90.00
|
|
Sorensen
Trust
|
10/14/2008
|
600
|
.30000
|
180.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
14,443
|
.30000
|
4,332.90
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
9,900
|
.30000
|
2,970.00
|
|
Sorensen
Trust
|
10/14/2008
|
400
|
.30000
|
120.00
|
|
Sorensen
Trust
|
10/14/2008
|
2,500
|
.30000
|
750.00
|
|
Sorensen
Trust
|
10/14/2008
|
1,100
|
.30000
|
330.00
|
|
Sorensen
Trust
|
10/14/2008
|
5,000
|
.30000
|
1,500.00
|
|
Sorensen
Trust
|
10/14/2008
|
1,000
|
.30000
|
300.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.29000
|
29.00
|
|
Sorensen
Trust
|
10/14/2008
|
300
|
.29000
|
87.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.29000
|
29.00
|
|
Sorensen
Trust
|
10/14/2008
|
200
|
.30000
|
60.00
|
|
Sorensen
Trust
|
10/14/2008
|
100
|
.30000
|
30.00
|
|
Sorensen
Trust
|
10/14/2008
|
200
|
.30000
|
60.00
|
|
Sorensen
Trust
|
10/14/2008
|
2,000
|
.30000
|
600.00
|
|
Sorensen
Trust
|
10/14/2008
|
400
|
.30000
|
120.00
|
|
Sorensen
Trust
|
10/14/2008
|
200
|
.30000
|
60.00
|
|
Sorensen
Trust
|
10/14/2008
|
4,800
|
.30000
|
1,440.00
|
|
Sorensen
Trust
|
10/14/2008
|
199
|
.30000
|
59.70
|
|
Sorensen
Trust
|
10/14/2008
|
199
|
.30000
|
59.70
|
|
Sorensen
Trust
|
10/14/2008
|
11,200
|
.30000
|
3,360.00
|
|
Sorensen
Trust
|
10/14/2008
|
2
|
.30000
|
.60
|
|
Sorensen
Trust
|
10/16/2008
|
999,914
|
.29997
|
299,944.20
|
|
Sorensen
Trust
|
10/24/2008
|
200
|
.35000
|
70.00
|
|
Sorensen
Trust
|
10/24/2008
|
300
|
.35000
|
105.00
|
|
Sorensen
Trust
|
10/24/2008
|
200
|
.35000
|
70.00
|
|
Sorensen
Trust
|
10/24/2008
|
600
|
.35000
|
210.00
|
|
Sorensen
Trust
|
10/24/2008
|
2,900
|
.35000
|
1,015.00
|
|
Sorensen
Trust
|
10/24/2008
|
34,600
|
.35000
|
12,110.00
|
|
Sorensen
Trust
|
10/24/2008
|
100
|
.33000
|
33.00
|
|
Sorensen
Trust
|
10/24/2008
|
700
|
.33000
|
231.00
|
|
Sorensen
Trust
|
10/24/2008
|
100
|
.33000
|
33.00
|
|
Sorensen
Trust
|
10/24/2008
|
300
|
.33000
|
99.00
|
|
Sorensen
Trust
|
10/24/2008
|
700
|
.33000
|
231.00
|
|
Sorensen
Trust
|
10/24/2008
|
100
|
.33000
|
33.00
|
|
Sorensen
Trust
|
10/24/2008
|
300
|
.33000
|
99.00
|
|
Sorensen
Trust
|
10/24/2008
|
1,600
|
.33000
|
528.00
|
|
Sorensen
Trust
|
10/24/2008
|
100
|
.33000
|
33.00
|
|
Sorensen
Trust
|
10/24/2008
|
300
|
.33000
|
99.00
|
|
Sorensen
Trust
|
10/24/2008
|
3,900
|
.33000
|
1,287.00
|
|
Sorensen
Trust
|
10/24/2008
|
1,200
|
.33000
|
396.00
|
|
Sorensen
Trust
|
10/24/2008
|
4,500
|
.33000
|
1,485.00
|
|
Sorensen
Trust
|
10/24/2008
|
100
|
.33000
|
33.00
|
|
Sorensen
Trust
|
10/24/2008
|
23,500
|
.33000
|
7,755.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.35000
|
35.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.34000
|
34.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.32000
|
32.00
|
|
Sorensen
Trust
|
10/27/2008
|
500
|
.34500
|
172.50
|
|
Sorensen
Trust
|
10/27/2008
|
5,000
|
.33000
|
1,650.00
|
|
Sorensen
Trust
|
10/27/2008
|
600
|
.33000
|
198.00
|
|
Sorensen
Trust
|
10/27/2008
|
95
|
.33000
|
31.35
|
|
Sorensen
Trust
|
10/27/2008
|
1,000
|
.33000
|
330.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.34000
|
34.00
|
|
Sorensen
Trust
|
10/27/2008
|
5,700
|
.35000
|
1,995.00
|
|
Sorensen
Trust
|
10/27/2008
|
4,300
|
.35000
|
1,505.00
|
|
Sorensen
Trust
|
10/27/2008
|
700
|
.35000
|
245.00
|
|
Sorensen
Trust
|
10/27/2008
|
200
|
.35000
|
70.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.35000
|
35.00
|
|
Sorensen
Trust
|
10/27/2008
|
2,000
|
.35000
|
700.00
|
|
Sorensen
Trust
|
10/27/2008
|
248,000
|
.35000
|
86,800.00
|
|
Sorensen
Trust
|
10/27/2008
|
2,000
|
.35000
|
700.00
|
|
Sorensen
Trust
|
10/27/2008
|
37,000
|
.35000
|
12,950.00
|
|
Sorensen
Trust
|
10/27/2008
|
2,600
|
.35000
|
910.00
|
|
Sorensen
Trust
|
10/27/2008
|
200
|
.35000
|
70.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.35500
|
35.50
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.35500
|
35.50
|
|
Sorensen
Trust
|
10/27/2008
|
2,300
|
.35500
|
816.50
|
|
Sorensen
Trust
|
10/27/2008
|
7,000
|
.35500
|
2,485.00
|
|
Sorensen
Trust
|
10/27/2008
|
4,500
|
.35500
|
1,597.50
|
|
Sorensen
Trust
|
10/27/2008
|
1,100
|
.35500
|
390.50
|
|
Sorensen
Trust
|
10/27/2008
|
4,200
|
.35500
|
1,491.00
|
|
Sorensen
Trust
|
10/27/2008
|
1,100
|
.35500
|
390.50
|
|
Sorensen
Trust
|
10/27/2008
|
2,100
|
.35500
|
745.50
|
|
Sorensen
Trust
|
10/27/2008
|
1,100
|
.35500
|
390.50
|
|
Sorensen
Trust
|
10/27/2008
|
1,100
|
.35500
|
390.50
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.36000
|
36.00
|
|
Sorensen
Trust
|
10/27/2008
|
5,000
|
.37000
|
1,850.00
|
|
Sorensen
Trust
|
10/27/2008
|
2,613
|
.36000
|
940.68
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.37000
|
37.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.37000
|
37.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.39000
|
39.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.39000
|
39.00
|
|
Sorensen
Trust
|
10/27/2008
|
400
|
.39500
|
158.00
|
|
Sorensen
Trust
|
10/27/2008
|
500
|
.40000
|
200.00
|
|
Sorensen
Trust
|
10/27/2008
|
1,300
|
.38000
|
494.00
|
|
Sorensen
Trust
|
10/27/2008
|
1,300
|
.40000
|
520.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.40000
|
40.00
|
|
Sorensen
Trust
|
10/27/2008
|
1,300
|
.40000
|
520.00
|
|
Sorensen
Trust
|
10/27/2008
|
500
|
.40000
|
200.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.40000
|
40.00
|
|
Sorensen
Trust
|
10/27/2008
|
18,500
|
.40000
|
7,400.00
|
|
Sorensen
Trust
|
10/27/2008
|
8,235
|
.40000
|
3,294.00
|
|
Sorensen
Trust
|
10/27/2008
|
3,000
|
.40000
|
1,200.00
|
|
Sorensen
Trust
|
10/27/2008
|
100
|
.40000
|
40.00
|
(d)
Except as set forth in this Item 5, no person is known to have the right to
receive or to direct the receipt of dividends from, or the proceeds from the
sale of, the shares of Common Stock beneficially owned by the Reporting
Persons.
(e)
Not applicable.
Item
6. Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer
Except
as otherwise set forth herein, the Reporting Persons do not have any contract,
arrangement, understanding or relationship with any person with respect to any
securities of the Issuer.
Item
7. Material to be Filed as Exhibits
|
Exhibit
A –
|
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
as of October 27, 2008
|
|
SORENSEN
TRUST
|
|
|
By:
|
/s/
D. Stephen Sorensen
|
|
|
|
D.
Stephen Sorensen
Trustee
/s/
Shannon P. Sorensen
|
|
|
|
Shannon
P. Sorensen
Trustee
|
|
|
|
|
|
/s/
D. STEPHEN SORENSEN
|
|
|
D.
STEPHEN SORENSEN
|
|
|
|
|
|
/s/
SHANNON P. SORENSEN
|
|
|
SHANNON
P. SORENSEN
|
Exhibit
A
JOINT
FILING AGREEMENT
This
agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act
of 1934 (the "Act") by and among the parties listed below, each referred to
herein as a "Joint Filer." The Joint Filers agree that a statement of
beneficial ownership as required by Section 13(d) of the Act and the Rules
thereunder may be filed on each of their behalf on Schedule 13D or Schedule 13G,
as appropriate, and that said joint filing may thereafter be amended by further
joint filings. The Joint Filers state that they each satisfy the
requirements for making a joint filing under Rule 13d-1.
IN
WITNESS WHEREOF, the undersigned have executed this agreement as of the 27
th
day of
October 2008.
|
|
SORENSEN
TRUST
|
|
|
By:
|
/s/
D. Stephen Sorensen
|
|
|
|
D.
Stephen Sorensen
Trustee
/s/
Shannon P. Sorensen
|
|
|
|
Shannon
P. Sorensen
Trustee
|
|
|
|
|
|
/s/
D. STEPHEN SORENSEN
|
|
|
D.
STEPHEN SORENSEN
|
|
|
|
|
|
/s/
SHANNON P. SORENSEN
|
|
|
SHANNON
P. SORENSEN
|
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