UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)

 

 

America’s Car-Mart, Inc.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

 

 

03062T105 

 

(CUSIP Number)

 

December 31, 2006

(Date of Event which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

o

Rule 13d-1(b)

 

x

Rule 13d-1(c)

 

o

Rule 13d-1(d)

 

*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 the disclosures previously provided in a prior cover page.

 

The information required in 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 (the "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.

03062T105 

 

 

 

 

1

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

Skystone Advisors LLC

Kerry Nelson

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

(a)         o

 

(b)         o

3

SEC Use Only

4

Citizenship or Place of Organization.

Skystone Advisors LLC -- Delaware

Kerry Nelson -- United States

Number

of Shares

Beneficially

Owned by

Each

Reporting

Person With

5  Sole Voting Power

Skystone Advisors LLC -- 0 shares

Kerry Nelson -- 0 shares

6  Shared Voting Power

Skystone Advisors LLC -- 687,104 shares

Kerry Nelson -- 687,104 shares

7  Sole Dispositive Power

Skystone Advisors LLC -- 0 shares

Kerry Nelson -- 0 shares

8  Shared Dispositive Power

Skystone Advisors LLC -- 687,104 shares

Kerry Nelson -- 687,104 shares

9

Aggregate Amount Beneficially Owned by Each Reporting Person

Skystone Advisors LLC -- 687,104 shares

Kerry Nelson -- 687,104 shares

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

 

11

Percent of Class Represented by Amount in Row (9)*

Skystone Advisors LLC -- 5.8%

Kerry Nelson -- 5.8%

 

12

Type of Reporting Person (See Instructions)

Skystone Advisors LLC -- OO (Limited Liability Company)

Kerry Nelson -- IN

 

 

*      All percentage ownerships reported herein are based on 11,852,875 shares of Common Stock outstanding as of December 11, 2006, as reported by the issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 11, 2006. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein.

 

 



CUSIP NO.

03062T105 

 

 

 

Item 1.

(a)

Name of Issuer

 

America’s Car-Mart, Inc.

(b)

Address of Issuer's Principal Executive Offices

 

802 Southeast Plaza Ave., Suite 200

Bentonville, Arkansas 72712

 

Item 2.

(a)

Name of Person Filing

 

Skystone Advisors LLC

Kerry Nelson

(b)

Address of Principal Business Office or, if none, Residence

 

Skystone Advisors LLC

Two International Place, Suite 1800

Boston, MA 02110

Kerry Nelson

c/o Skystone Advisors LLC

Two International Place, Suite 1800

Boston, MA 02110

(c)

Citizenship

 

Skystone Advisors LLC -- Delaware

Kerry Nelson -- United States

(d)

Title of Class of Securities

 

Common Stock, par value $0.01 per share

(e)

CUSIP Number

 

03062T105

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

o

Insurance Company as defined in Section 3(a)(19) of the Act;

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

 

 



CUSIP NO.

03062T105 

 

 

 

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount Beneficially Owned **

 

Skystone Advisors LLC -- 687,104 shares

Kerry Nelson -- 687,104 shares

(b)

Percent of Class

 

Skystone Advisors LLC -- 5.8%

Kerry Nelson -- 5.8%

(c)

Number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote

 

 

Skystone Advisors LLC -- 0 shares

Kerry Nelson -- 0 shares

 

(ii)

shared power to vote or to direct the vote

 

 

Skystone Advisors LLC -- 687,104 shares

Kerry Nelson -- 687,104 shares

 

(iii)

sole power to dispose or to direct the disposition of

 

 

Skystone Advisors LLC -- 0 shares

Kerry Nelson -- 0 shares

 

(iv)

shared power to dispose or to direct the disposition of

 

 

Skystone Advisors LLC -- 687,104 shares

Kerry Nelson -- 687,104 shares

 

**         Shares reported herein for Skystone Advisors LLC and Kerry Nelson represent shares held by HSO Limited Partnership and HSE Master Fund Limited Partnership. Skystone Advisors LLC is the investment member of the general partner of HSO Limited Partnership and the general partner of HSE Master Fund Limited Partnership. Ms. Nelson is the managing member of Skystone Advisors LLC.

 

 



CUSIP NO.

03062T105 

 

 

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following

o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 



 

 

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.

 

January 26, 2007

 

 

 

SKYSTONE ADVISORS LLC

 

By:/s/Kerry Nelson                         

Name: Kerry Nelson

 

 

KERRY NELSON

 

/s/Kerry Nelson