UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(AMENDMENT 1)
Farmer Bros. Co.
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(Name of Issuer)
Common Stock, $1.00 Par Value
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(Title of Class of Securities)
307675108
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(CUSIP Number)
Roy E. Farmer
c/o Farmer Bros. Co.
20333 S. Normandie Drive
Torrance, CA 90502
310-787-5241
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 16, 2004
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(Date of Event which Requires Filing of this Statement)
SCHEDULE 13D
CUSIP NO. 307675108
1. NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Roy E. Farmer
95-0725980
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A) [ ] (B) [X]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) N/A [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES 631,067
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY None
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 631,067
WITH
10 SHARED DISPOSITIVE POWER
None
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
631,067 shares of Common Stock, $1.00 par value per share
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
39.3%
14 TYPE OF REPORTING PERSON
OO Trustee of family trusts
Item 1. Security and Issuer
This statement relates to shares of common stock, par value $1.00 per share,
of Farmer Bros. Co., a California corporation ("the Company") having its
principal executive offices at 20333 South Normandie Avenue, Torrance, CA
90502.
Item 2. Identity and Background
Roy E. Farmer
c/o Farmer Bros.Co., 20333 S. Normandie Ave., Torrance, CA 90502
President and CEO of Farmer Bros. Co. (address in 2b above)
During the last five years the Reporting Person has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
During the past five years the Reporting Person has not been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction.
Roy E. Farmer is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
On March 16, 2004, Roy E. Farmer succeeded his father, Roy F. Farmer, as
sole trustee of trusts for the benefit of family members holding 484,703
Company shares. Previously he was the beneficial owner of 184,684 shares as
previously reported in Form 13D filed January 6, 2004. No shares were
purchased.
Item 4. Purpose of Transaction
As described in Item 3, there is no other purpose of the transaction.
Roy E. Farmer currently has no plans that would result in:
a. Except as indicated in the last paragraph of this Item 4, the acquisition
by any person of additional securities of the issuer, or the disposition of
securities of the issuer;
b. Except as indicated in the last paragraph of this Item 4, any extraordinary
corporate transaction, such as a merger, reorganization or liquidation,
involving the Company or any of its subsidiaries;
c. A sale or transfer of a material amount of the assets of the company or any
of its subsidiaries;
d. Except as indicated in the last paragraph of this Item 4, any change in the
present Board of Directors or management of the Company, including any plans
or proposals to change the number of term of directors or to fill any existing
vacancies on the Board of Directors;
e. Any material change in the present capitalization or dividend policy of the
Company;
f. Except as indicated in the last paragraph of this Item 4, any other
material change in the Company's business or corporate structure;
g. Except as indicated in the last paragraph of this Item 4, any change in the
Company's charter, bylaws or instruments corresponding thereto or other
actions which may impede the acquisition or control of the Company by any
person;
h. Causing a class of securities of the Company to be delisted from a national
securities exchange or to cease to be authorized to be quoted in an inter-
dealer quotation system of a registered national securities association;
i. A class of equity securities of the company becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act of 1934;
or
j. Any action similar to any of those enumerated above.
Roy E. Farmer intends to re-evaluate continuously his investment in the
Company and may, based on such re-evaluation, determine at a future date to
change his current position with respect to any action enumerated above.
Item 5. Interest in Securities of the Issuer
a. The aggregate number of and percentage of securities which this statement
relates to is 631,067 shares, representing 39.89% of the 1,607,508 shares of
common stock outstanding.
b. Sole power to vote and dispose of shares is 631,067 shares
c. On March 16, 2004, Roy E. Farmer succeeded his father, Roy F. Farmer,
as sole trustee of trusts for the benefit of family members as described in
Item 3, above.
d. N/A
e. N/A
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
There are no contracts, arrangements, understandings or relationships (legal
or otherwise) between Roy E. Farmer and any other persons with respect to
Company stock except the trust agreements under which Roy E. Farmer serves as
trustee of various family trusts. Roy E. Farmer has sole voting and investment
power over all trust shares.
Item 7. Material to be Filed as Exhibits.
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify at the information set forth in this statement is true, complete and
correct.
Date: March 19, 2004
By: /s/ Roy E. Farmer
Name: Roy E. Farmer