- Amended Statement of Beneficial Ownership (SC 13D/A)
March 06 2009 - 5:17PM
Edgar (US Regulatory)
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UNITED
STATES
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SECURITIES
AND EXCHANGE
COMMISSION
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Washington, D.C. 20549
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SCHEDULE
13D
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Under the Securities Exchange Act of 1934
(Amendment No. 4)*
Berkshire Hathaway Inc.
(Name of Issuer)
Class B
Common Stock, $0.1667 Par Value
(Title of Class of
Securities)
084670207
(CUSIP Number)
Matthew S. Topham, Esq.
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Laurie A. Smiley, Esq.
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K&L
Gates LLP
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Arian Colachis, Esq.
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925 Fourth Avenue, Suite 2900
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2365 Carillon Point
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Seattle, Washington 98104
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Kirkland, WA 98033
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(206) 623-7580
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(425) 889-7900
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(Name, Address and Telephone
Number of Person
Authorized to Receive Notices and Communications)
March 2,
2009
(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(e),
240.13d-1(f) or 240.13d-1(g), check the following box.
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Note
: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all
exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be
filled out for a reporting persons 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. 084670207
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1.
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Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
Cascade Investment, L.L.C.
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2.
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Check the Appropriate Box if a Member of a Group
(See Instructions)
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(a)
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o
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(b)
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ý
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
State of Washington
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
121,500 (1)
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8.
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Shared Voting Power
-0-
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9.
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Sole Dispositive Power
121,500 (1)
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10.
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Shared Dispositive Power
-0-
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11.
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Aggregate Amount Beneficially Owned by Each
Reporting Person
121,500(1)
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12.
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
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13.
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Percent of Class Represented by Amount in Row (11)
.8%
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14.
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Type of Reporting Person (See Instructions)
OO
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(1)
Cascade Investment, L.L.C. (Cascade)
beneficially owns 4,050 shares of Berkshire Hathaway Inc. (the Issuer) Class
A common stock (Class A Shares). All Class A Shares beneficially owned
by Cascade may be deemed to be beneficially owned by William H. Gates III as
the sole member of Cascade. Each Class A Share is convertible, at the
option of the holder, into thirty shares of the Issuers Class B common stock
(Class B Shares). The number of Class B Shares shown above assumes the
conversion of the 4,050 Class A Shares beneficially owned by Cascade into
121,500 Class B Shares. Michael Larson, the Business Manager of
Cascade, has voting and investment power with respect to the Class A Shares
beneficially owned by Cascade. Mr. Larson disclaims any beneficial
ownership of the Class A Shares beneficially owned by Cascade and Mr. Gates.
CUSIP No. 084670207
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1.
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Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
William H. Gates III
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2.
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Check the Appropriate Box if a Member of a Group
(See Instructions)
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(a)
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o
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(b)
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ý
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
130,500 (1)
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8.
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Shared Voting Power
1,315,194
(2)
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9.
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Sole Dispositive Power
130,500 (1)
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10.
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Shared Dispositive Power
1,315,194
(2)
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11.
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Aggregate Amount Beneficially Owned by Each
Reporting Person
1,445,694
(1)(2)
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12.
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented by Amount in Row (11)
9.6%
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14.
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Type of Reporting Person (See Instructions)
IN
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(1) William H. Gates III beneficially owns 300
shares of Berkshire Hathaway Inc. (the Issuer) Class A common stock (Class A
Shares) directly and an additional 4,050 Class A Shares through Cascade
Investment, L.L.C. (Cascade), a limited liability company of which Mr. Gates
is the sole member. Each Class A Share is convertible, at the option of
the holder, into thirty shares of the Issuers Class B common stock (Class B
Shares). The number of Class B Shares shown above assumes the conversion
of the 300 Class A Shares held directly by Mr. Gates into 9,000 Class B Shares
and the conversion of the 4,050 Class A Shares held by Cascade into 121,500
Class B Shares. Michael Larson, the Business Manager of Cascade, has
voting and investment power with respect to the Class A Shares beneficially
owned by Cascade. Mr. Larson disclaims any beneficial ownership of the Class
A Shares beneficially owned by Cascade and Mr. Gates.
(2)
The Bill & Melinda Gates Foundation Trust (the Trust) beneficially owns
1,315,194
shares of the
Issuers Class B Shares. For purposes of Rule 13d-3 under the Securities
Exchange Act of 1934, as amended, all Class B Shares beneficially owned by the
Trust may be deemed to be beneficially owned by William H. Gates III
and Melinda French Gates, as Co-Trustees of the Trust. Michael Larson has
voting and investment power with respect to the Class B Shares beneficially
owned by the Trust. Mr. Larson disclaims any beneficial ownership of the
Class B Shares beneficially owned by the Trust or Mr. and Mrs. Gates.
CUSIP No. 084670207
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1.
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Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
Bill & Melinda Gates Foundation Trust
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2.
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Check the Appropriate Box if a Member of a Group
(See Instructions)
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(a)
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o
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(b)
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ý
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
State of Washington
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
-0-
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8.
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Shared Voting Power
1,315,194
(1)
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9.
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Sole Dispositive Power
-0-
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10.
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Shared Dispositive Power
1,315,194
(1)
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11.
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Aggregate Amount Beneficially Owned by Each
Reporting Person
1,315,194
(1)
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12.
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented by Amount in Row (11)
8.8%
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14.
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Type of Reporting Person (See Instructions)
OO
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(1) The Bill & Melinda Gates Foundation Trust (the Trust)
beneficially owns
1,315,194
shares of Berkshire Hathaway Inc. Class B common stock (Class B
Shares). For purposes of Rule 13d-3 under the Securities Exchange Act of
1934, as amended, all Class B Shares beneficially owned by the Trust may be
deemed to be beneficially owned by William H. Gates III and Melinda
French Gates, as Co-Trustees of the Trust. Michael Larson has voting and
investment power with respect to the Class B Shares beneficially owned by the
Trust. Mr. Larson disclaims any beneficial ownership of the Class B
Shares beneficially owned by the Trust or Mr. and Mrs. Gates.
CUSIP No. 084670207
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1.
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Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
Melinda French Gates
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2.
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Check the Appropriate Box if a Member of a Group
(See Instructions)
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(a)
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o
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(b)
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ý
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
-0-
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8.
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Shared Voting Power
1,315,194
(1)
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9.
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Sole Dispositive Power
-0-
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10.
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Shared Dispositive Power
1,315,194
(1)
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11.
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Aggregate Amount Beneficially Owned by Each
Reporting Person
1,315,194
(1)
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12.
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented by Amount in Row (11)
8.8%
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14.
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Type of Reporting Person (See Instructions)
IN
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(1) The
Bill & Melinda Gates Foundation Trust (the Trust) beneficially owns
1,315,194
shares of
Berkshire Hathaway Inc. Class B common stock (Class B Shares). For
purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended,
all Class B Shares beneficially owned by the Trust may be deemed to be
beneficially owned by William H. Gates III and Melinda French Gates,
as Co-Trustees of the Trust. Michael Larson has voting and investment
power with respect to the Class B Shares beneficially owned by the Trust.
Mr. Larson disclaims any beneficial ownership of the Class B Shares
beneficially owned by the Trust or Mr. and Mrs. Gates.
EXPLANATORY
STATEMENT
This Amendment No. 4 to
Schedule 13D (Amendment) relates to the Class B Common Stock, $0.1667 Par
Value (Class B Shares) of Berkshire Hathaway Inc. (the Issuer). This
Amendment is being filed jointly by Cascade Investment, L.L.C. (Cascade), the
Bill & Melinda Gates Foundation Trust (the Trust), William H. Gates III
and Melinda French Gates. The foregoing persons are hereinafter sometimes
referred to collectively as the Reporting Persons. This Amendment is
filed to amend the Items set forth below of the Reporting Persons Schedule 13D
previously filed with the Securities and Exchange Commission on August 24,
2006, as amended on July 17, 2007, March 20, 2008 and July 3, 2008, by
supplementing them with the information set forth herein. Neither the present
filing nor anything contained herein shall be construed as an admission that
the Reporting Persons constitute a group for any purpose and the Reporting
Persons expressly disclaim membership in a group.
Item 5.
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Interest in Securities of the Issuer
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(a) See items 11 and 13 of the cover pages
to this Schedule 13D for the aggregate number and percentage of Class B
Shares beneficially owned by each of the Reporting Persons.
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(b) See items 7 through 10 of the cover
pages to this Schedule 13D for the number of Class B Shares beneficially
owned by each of the Reporting Persons as to which there is sole power to
vote or to direct the vote, shared power to vote or to direct the vote and
sole or shared power to dispose or to direct the disposition.
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(c) During the period January 5, 2009 through
March 5, 2009 the Trust sold
36,056
Class B Shares, as set forth in Exhibit 99.1 hereto, pursuant to the Trusts
Rule 10b5-1(c)(1) sales plan. The
sales were made to facilitate compliance with federal excise tax rules
limiting excess business holdings by private foundations.
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(d) None.
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(e) Not applicable.
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Item 7.
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Material to
be Filed as Exhibits
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Exhibit 99.1
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Transactions
during the past sixty days
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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.
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Date:
March 6, 2009
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CASCADE INVESTMENT, L.L.C. (1)
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By:
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/s/Michael Larson
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Name:
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Michael Larson
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Title:
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Business Manager
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BILL & MELINDA GATES FOUNDATION TRUST (1)
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By:
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/s/Michael Larson
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Name:
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Michael Larson (2)
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Title:
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Attorney-in-fact for each of the Co-Trustees,
William H. Gates III and Melinda French Gates
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WILLIAM H. GATES III (1)
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By:
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/s/Michael Larson
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Name:
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Michael
Larson (2) (3)
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Title:
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Attorney-in-fact
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MELINDA FRENCH GATES (1)
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By:
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/s/Michael Larson
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Name:
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Michael
Larson (2)
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Title:
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Attorney-in-fact
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(1) This Amendment is
being filed jointly by Cascade, the Trust, William H. Gates III and Melinda
French Gates pursuant to the Joint Filing Agreement dated August 24, 2006 and
included with the signature page to Cascades Schedule 13D with respect to the
Issuer filed on August 24, 2006, SEC File No. 005-55113, and incorporated by
reference herein.
(2) Duly
authorized under Special Power of Attorney appointing Michael Larson
attorney-in-fact, dated November 13, 2006, by and on behalf of William H. Gates
III and Melinda French Gates, as Co-Trustees of the Trust, filed as
Exhibit 99.1 to the Trusts Amendment No. 3 to Schedule 13G with
respect to Coca-Cola FEMSA, S.A. de C.V. on February 13, 2007, SEC File
No. 005-52421, and incorporated by reference herein.
(3) Duly authorized under Special Power
of Attorney appointing Michael Larson attorney-in-fact, dated February 3,
2006, by and on behalf of William H. Gates III, filed as Exhibit 99.1 to
Cascades Amendment No. 2 to Schedule 13G with respect to Arch Capital
Group Ltd. on March 7, 2006, SEC File No. 005-45257, and incorporated
by reference herein.