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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

VIAD CORP
(Name of Issuer)
Common Stock
(Title of Class of Securities)
92552R40 6
(CUSIP Number)
February 14, 2007
(Date of Event Which Requires Filing of this Statement)

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

þ Rule 13d-1(b)

o 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 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 (“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).

 
 

(Continued on the following page(s))

Table of Contents

                     
CUSIP No.
  
92552R40 6 
   Page  
2 
   of   
4 

 

           
1   NAMES OF REPORTING PERSONS:
  Viad Corp Employees Stock Ownership Plan & Trust
36-1169950—005
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   Not applicable
  (b)   Not applicable
     
3   SEC USE ONLY:
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Arizona
       
  5   SOLE VOTING POWER:
     
NUMBER OF   1,065,867
       
SHARES 6   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   None
       
EACH 7   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   1,065,867
       
WITH: 8   SHARED DISPOSITIVE POWER:
     
    None
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  1,065,867
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  Not applicable
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
   
  5.011%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  Employee Benefit Plan (EP) and Trust

 

TABLE OF CONTENTS

Item 1. (a) Name of Issuer:
Item 1. (b) Address of Issuer’s Principal Executive Offices:
Item 2. (a) Name of Person Filing:
Item 2. (b) Address of Principal Business Office or, if none, Residence:
Item 2. (c) Citizenship:
Item 2. (d) Title of Class of Securities:
Item 2. (e) CUSIP Number:
Item 3. The person filing is:
Item 4. Ownership
Item 5. Ownership of Five Percent or Less of a Class
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Item 7. Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company
Item 8. Identification and Classification of Members of the Group
Item 9. Notice of Dissolution of Group
Item 10. Certification
SIGNATURE

Table of Contents

 
CUSIP No. 92552R40 6   SCHEDULE 13G     PAGE 3 OF 4 PAGES
Item 1. (a) Name of Issuer:
          Viad Corp
Item 1. (b) Address of Issuer’s Principal Executive Offices:
1850 North Central Avenue, Suite 800
Phoenix, Arizona 85004-4545
Item 2. (a) Name of Person Filing:
          Viad Corp Employees Stock Ownership Plan & Trust
Item 2. (b) Address of Principal Business Office or, if none, Residence:
1850 North Central Avenue, Suite 800
Phoenix, Arizona 85004-4545
Item 2. (c) Citizenship:
          Not Applicable. Employee Benefit Plan and Trust.
Item 2. (d) Title of Class of Securities:
          Common Stock, $1.50 par value per share
Item 2. (e) CUSIP Number:
          92552R40 6
Item 3. The person filing is:
    (f) þ An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F)
Item 4. Ownership
     Information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1:
(a) Amount beneficially owned: 1,065,867
(b) Percent of class: 5.011%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,065,867
(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the dispositive of: 1,065,867

(iv) Shared power to dispose or to direct the dispositive of: 0
Item 5. Ownership of Five Percent or Less of a Class
     Not Applicable.
 

Table of Contents

 
CUSIP No. 92552R40 6    SCHEDULE 13G     PAGE 4 OF 4 PAGES
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 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.
         
  VIAD CORP EMPLOYEES STOCK OWNERSHIP PLAN AND TRUST
 		  
Date: February 14, 2007  By:   /s/ Scott E. Sayre    
    Scott E. Sayre   
    Trustee, Viad Corp Employees Stock Ownership Trust