SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Equus Total Return, Inc.
Common Stock, par value $0.001
(Title of Class of Securities)
Sam P. Douglass
3229 Groveland Lane
Houston, Texas 77019
and
Paula T. Douglass
3229 Groveland Lane
Houston, Texas 77019
(713) 526-9000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
May 17, 2010
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g),
check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See Rule 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).
EXPLANATORY NOTE
This Amendment No. 6 to Schedule 13D (this Amendment), among other things, amends and
supplements the Schedule 13D originally filed by Sam P. Douglass and Equus Corporation
International on May 27, 1997, as amended by Amendment No. 1 thereto filed on June 4, 2009,
Amendment No. 2 thereto filed on November 27, 2009, Amendment No. 3 thereto filed on March 1, 2010,
Amendment No. 4 thereto filed on March 29, 2010 and Amendment No. 5 thereto filed on April 5, 2010
(the Schedule 13D).
Unless set forth below, all previous Items of the Schedule 13D are unchanged. Capitalized
terms used herein which are not defined herein have the meanings set forth in the Schedule 13D.
Item 2. Identity and Background.
Item 2 of the Schedule 13D is hereby amended and supplemented by adding the paragraph below,
with effect from the date of this Amendment, as follows:
In connection with the conclusion of the Issuers 2010 annual meeting of stockholders, Messrs.
Funston, Tuggle and Boyd terminated their arrangement with the other Reporting Persons with respect
to the voting of securities of the Issuer effective as of the date of this Amendment. Accordingly,
Messrs. Funston, Tuggle and Boyd are no longer members of the Section 13(d) group and ceased to be
Reporting Persons as of the date of this Amendment. The remaining Reporting Persons (the
Remaining Reporting Persons) intend to continue filing as a group statements on Schedule 13D with
respect to their beneficial ownership of securities of the Issuer, to the extent required by
applicable law.
Item 4. Purpose of Transaction.
Item 4 of the Schedule 13D is hereby amended and restated in its entirety, with
effect from the date of this Amendment, as follows:
The Remaining Reporting Persons originally acquired shares of the Issuers Common Stock
reported in the Schedule 13D in connection with director and officer positions held by Mr. and Mrs.
Douglass with the Issuer and for investment purposes. Due to dissatisfaction with the Issuers
performance and other reasons, the Reporting Persons conducted a proxy contest to replace the
Issuers directors at its 2010 annual meeting of stockholders. Although the Reporting Persons
nominees received a substantial percentage of the votes cast at the 2010 annual meeting, their
candidates were not elected to the board of directors.
The Remaining Reporting Persons intend to monitor closely the Issuers performance and actions
taken by its board of directors and to review their investments in the Issuer on a continuing
basis. Depending on the actions taken by the board of directors, subsequent developments
concerning the Issuer, the Issuers business and prospects, the price and availability of shares of
Common Stock, general market and economic conditions and other factors deemed relevant, the
Reporting Persons may decide at any time to formulate plans or proposals with respect to the Issuer
that relate to or that would result in any of the transactions or other matters specified in
clauses (a) through (j) of Item 4 of Schedule 13D of the Securities Exchange Act of 1934,
including, without limitation, changes in the board of directors (including the number of
directors) or management of the Issuer, extraordinary corporate transactions, other material
changes in the Issuers business or corporate structure and acquiring additional securities of the
Issuer or disposing of any or all of the securities of the Issuer that they hold. Without limiting
the foregoing, the Remaining Reporting Persons may hold discussions with third parties or with
members of management or the board of directors of the Issuer in which the Reporting Persons may
suggest or take a position with respect to potential changes in the operations, strategy, board of
directors, management or capital structure of the Issuer as a means of enhancing shareholder value.
The Remaining Reporting Persons may reconsider or reformulate their position, plans or proposals
with respect to the Issuer at any time.
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Item 5. Interest in Securities of the Issuer.
Item 5(e) of the Schedule 13D is hereby amended and restated in its entirety, with effect from
the date of this Amendment, as follows:
(e) As a result of the termination of their arrangement with the Remaining Reporting Persons with
respect to the Issuer effective as of the date of this Amendment, Messrs. Funston, Tuggle and Boyd
have ceased to be beneficial owners of more than 5% of the securities of the Issuer.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer.
Item 6 of the Schedule 13D is hereby amended and supplemented by adding the paragraph below,
with effect from the date of this Amendment, as follows:
In connection with the conclusion of the Issuers 2010 annual meeting of stockholders, Messrs.
Funston, Tuggle and Boyd terminated their arrangement with the Remaining Reporting Persons with
respect to the voting of securities of the Issuer effective as of the date of this Amendment.
Accordingly, Messrs. Funston, Tuggle and Boyd are no longer members of the Section 13(d) group and
ceased to be Reporting Persons as of the date of this Amendment. The Remaining Reporting Persons
intend to continue filing as a group statements on Schedule 13D with respect to their beneficial
ownership of securities of the Issuer, to the extent required by applicable law.
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