4 1 form4txt.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 4 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. 1. Name and Address of Reporting Person(s) Jennings, Christopher D. 4020 E. Indian School Rd. Phoenix, Arizona 85018 2. Issuer Name and Ticker or Trading Symbol Ugly Duckling Corporation (UGLY) 3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary) 4. Statement for Month/Year 01/02 5. If Amendment, Date of Original (Month/Year) 6. Relationship of Reporting Person(s) to Issuer (Check all applicable) [X] Director [ ] 10% Owner [ ] Officer (give title below) [ ] Other (specify below) Indepedent Director 7. Individual or Joint/Group Filing (Check Applicable Line) [X] Form filed by One Reporting Person [ ] Form filed by More than One Reporting Person

Explanation of Responses: (1) 6,444 shares of Ugly stock were tendered and delivered to Computershare Trust Company, Inc. pursuant to the Amended and Restated Offer to Purchase Dated December 14, 2001 for All of the Outstanding Shares of Common Stock of Ugly Duckling Corporation at an Increased Cash Price of $3.53 Net Per Share by UDC Acquisition Corp. an Affiliate of Ernest C. Garcia II, that expired on January 16, 2002. - Power of Attorney is included and made a part of this filing. SIGNATURE OF REPORTING PERSON /S/ By: Jon D. Ehlinger ------------------------------------------------- For: Christopher D. Jennings DATE 02-06-02

JENNINGS CHRISTOPHER D 4