SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AMENDMENT NO. 4
PEAK INTERNATIONAL LIMITED
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
G69586108
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(CUSIP Number)
December 31, 2001
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(Date of Event which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
CUSIP NO. G69586108 13G Page 2 of 5 Pages
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1) Names of Reporting Person. ROCKEFELLER & CO., INC.
Identification No. of IRS IDENTIFICATION NO.:
Above Person (entities only) 13-3006584
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2) Check the Appropriate Box if a (a)
Member of a Group --------------------------------
(See Instructions) (b)
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NOT APPLICABLE
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3) SEC Use Only
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4) Citizenship or Place of
Organization NEW YORK
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Number of Shares (5) Sole Voting Power NOT APPLICABLE
Beneficially Owned by --------------------------------------------------------
Each Reporting Person (6) Shared Voting Power NOT APPLICABLE
With --------------------------------------------------------
(7) Sole Dispositive Power NOT APPLICABLE
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(8) Shared Dispositive Power NOT APPLICABLE
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9) Aggregate Amount Beneficially Owned by Each NOT APPLICABLE (SEE ITEM 8)
Reporting Person
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10) Check if the Aggregate Amount in Row (9) NOT APPLICABLE
Excludes Certain Shares (See Instructions)
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11) Percent of Class Represented by Amount in Row (9)
NOT APPLICABLE
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12) Type of Reporting Person
(See Instructions) IA
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CUSIP NO. G69586108 13G Page 3 of 5 Pages
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ITEM 1(A) NAME OF ISSUER:
PEAK INTERNATIONAL LIMITED (the "Issuer")
ITEM 1(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
44091 Nobel Drive
Fremont, California 94538
ITEM 2(A) NAME OF PERSON FILING:
Rockefeller & Co., Inc. ("R&Co.")
ITEM 2(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
30 Rockefeller Plaza
New York, New York 10112
ITEM 2(C) CITIZENSHIP:
New York corporation
ITEM 2(D) TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(E) CUSIP NUMBER:
G69586108
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
13D-2(B) OR (C), CHECK WHETHER THE FILING PERSON IS A:
(a) |_| Broker or dealer registered under Section 15 of the Exchange Act
(b) |_| Bank as defined in Section 3(a)(6) of the Exchange Act
(c) |_| Insurance company as defined in Section 3(a)(19) of the Exchange Act
(d) |_| Investment company registered under Section 8 of the Investment
Company Act
(e) |X| An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E)
(f) |_| An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F)
CUSIP NO. G69586108 13G Page 4 of 5 Pages
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(g) |_| A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G)
(h) |_| A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act
(i) |_| A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Federal Deposit Insurance Act
(j) |_| Group, in accordance with Rule 13d-1(b)(1)(ii)(J)
ITEM 4. OWNERSHIP.
Not applicable.
ITEM 5. OWNERSHIP OF FIVE PERCENT OF 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: |X| (See
Item 8. regarding dissolution of a possible group, the membership in which
having been previously disclaimed by the reporting person.)
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
CUSIP NO. G69586108 13G Page 5 of 5 Pages
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ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY OR CONTROL PERSON.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
R&Co. previously reported that it may be deemed to be acting
as a group with respect to the securities of the issuer due to an affiliation
with L-R Managers, LLC ("L-R Managers") and J. Murray Logan, the investment
manager of L-R Managers and an employee of R&Co. Effective December 31, 2001,
R&Co. withdrew as a member of L-R Managers and J. Murray Logan retired from
R&Co. Thus, to the extent that R&Co. and L-R Managers may have been deemed to be
a group under Section 13 of the Securities Exchange Act of 1934, as amended, and
the rules and regulations thereunder, such group no longer exists. All further
filings with respect to transactions in the securities of the issuer will be
filed, if required, by each party in its individual capacity.
ITEM 9. NOTIFICATION OF DISSOLUTION OF A GROUP.
See Item 8.
ITEM 10. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and are held in the
ordinary course of business and 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.
Dated as of February 12, 2002
ROCKEFELLER & CO., INC.
By: /s/ David Strawbridge
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Name: David Strawbridge
Title: Vice President