e144
     

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 FORM 144
 NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933

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SEC USE ONLY

DOCUMENT SEQUENCE NO.

 

CUSIP NUMBER

ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.

 

1 (a) NAME OF ISSUER (Please type or print)

  (b) IRS IDENT. NO.

  (c) S.E.C. FILE NO.

WORK LOCATION

Kirkland’s, Inc.

  62-1287151

  000-49885

 

1 (d)

ADDRESS OF ISSUER

STREET

CITY

STATE

ZIP CODE

(e) TELEPHONE NO.

431 Smith Lane

Jackson

TN

 

 

AREA CODE

NUMBER

 

 

 

 

 

731

988-3600

2 (a)

NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD

 

 

(b)

RELATIONSHIP TO ISSUER

    (c)

ADDRESS STREET

CITY

STATE

ZIP CODE


Miles Kirkland(1)




Director


    C/O Mastrapasgua Asset Management, 814 Church St, Suite 600 Nashville TN    


 37207

 

INSTRUCTION:  The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.

3 (a)
Title of the
Class of
Securities To Be Sold

(b)


Name and Address of Each Broker Through Whom the
Securities are to be Offered or Each Market Maker
who is Acquiring the Securities

SEC USE ONLY

(c)


Number of Shares
or Other Units
To Be Sold
(See instr. 3(c))

(d)


Aggregate
Market
Value
(See instr. 3(d))

(e)


Number of Shares
or Other Units
Outstanding
(See instr. 3(e))

(f)


Approximate
Date of Sale
(See instr. 3(f))
(MO. DAY YR.)

(g)


Name of Each
Securities
Exchange
(See instr. 3(g))

Broker-Dealer
File Number

Common Stock

Morgan Keegan Co., Inc.
50 North Front Street
Memphis, TN 38103

 

Up to 100,000

$1,895,000
(as of 12/14/09)

19,709,563

Commencing on
12/21/09

NASDAQ

 

 

 

 

 

INSTRUCTIONS:

1.

(a)

Name of issuer

3.

(a)

Title of the class of securities to be sold

 


(b)


Issuer’s I.R.S. Identification Number

 


(b)


Name and address of each broker through whom the securities are intended to be sold

 

(c)

Issuer’s S.E.C. file number, if any

 

(c)

Number of shares or other units to be sold (if debt securities, give the aggregate face amount)

 

(d)

Issuer’s address, including zip code

 

(d)

Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice

 

(e)

Issuer’s telephone number, including area code

 

(e)

Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer

 

 

 

 

(f)

Approximate date on which the securities are to be sold

2.

(a)

Name of person for whose account the securities are to be sold

 

(g)

Name of each securities exchange, if any, on which the securities are intended to be sold

 

(b)

Such person’s relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing)

 

 

 

 


(c)


Such person’s address, including zip code

 

 

 

Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB control number.
SEC 1147 (02-08)

 

     
TABLE I — SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the securities to be sold
and with respect to the payment of all or any part of the purchase price or other consideration therefor:
                                         
 
  Title of     Date you           Name of Person from Whom Acquired     Amount of     Date of        
  the Class     Acquired     Nature of Acquisition Transaction     (If gift, also give date donor acquired)     Securities Acquired     Payment     Nature of Payment  
 
Common
    10/21/05      Gift (2)     Carl T. Kirkland GRAT
2001-1, Robert Walker,
Trustee (12/01)

     467,289      N/A      N/A   
         
INSTRUCTIONS:
 
If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.
    
 
TABLE II — SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.
                             
 
                    Amount of        
  Name and Address of Seller     Title of Securities Sold     Date of Sale     Securities Sold     Gross Proceeds  
 
N/A



                          
REMARKS:   (1)   This Form provides information regarding potential sales by The Miles T. Kirkland 2001-1 Separate Trust, Robert Walker, Trustee (the “Trust”), which received shares of the Issuer on October 21, 2005 from the Carl T. Kirkland GRAT 2001-1, Robert Walker, Trustee (the “GRAT”). As sole beneficiary to the Trust, the Trust and Miles Kirkland are deemed the same person for the purposes of this Form pursuant to Rule 144(a)(ii).
 
    (2)   The gift from the GRAT to the Trust, as to which Robert Walker serves as Trustee, was for the benefit of Miles Kirkland as sole beneficiary. Mr. Kirkland disclaims beneficial ownership of all shares owned by the Trust, and the filing of this Form is not an admission that he is the beneficial owner of these securities.
     
INSTRUCTIONS:   ATTENTION:
See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
 
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instructions given, that person makes such representation as of the plan adoption or instruction date.
     
12/18/2009
 
/s/ Miles Kirkland
DATE OF NOTICE
  (SIGNATURE)
 
    
 
 
DATE OF PLAN ADOPTION OR GIVING OF INSTRUCTION,
IF RELYING ON RULE 10B5-1
  The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures.

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)
SEC 1147 (02-08)