-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BrDf5ly6iXKqLk+2dWpIeDM2JWsuT5B80KEdetmEcmVB9OsWY5gogkK2fY+BnkZG 1fWfh4CEcofZ0i60EbvwTA== 0000950172-03-002960.txt : 20031003 0000950172-03-002960.hdr.sgml : 20031003 20031003150728 ACCESSION NUMBER: 0000950172-03-002960 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20031003 GROUP MEMBERS: ASPEN CAPITAL LLC GROUP MEMBERS: ASPEN PARTNERS GROUP MEMBERS: NIKOS HECHT FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ASPEN ADVISORS LLC CENTRAL INDEX KEY: 0001127939 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 152 W 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2122775600 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MPOWER HOLDING CORP CENTRAL INDEX KEY: 0001117042 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 522232143 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-59595 FILM NUMBER: 03927701 BUSINESS ADDRESS: STREET 1: 171 SULLY'S TRAIL STREET 2: STE 202 CITY: PITTSFORD STATE: NY ZIP: 14534 BUSINESS PHONE: 7162186550 MAIL ADDRESS: STREET 1: 171 SULLY'S TRAIL STREET 2: STE 202 CITY: PITTSFORD STATE: NY ZIP: 14534 SC 13G/A 1 ny91703v4.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------------- SCHEDULE 13G (RULE 13D-102) INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES 13D-1(B), (C), AND (D) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(B) Mpower Holding Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 62473L309 (CUSIP Number) October 3, 2003 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ X ] Rule 13d-1(c) (Rule 13d-2(b)) [ ] 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). Page 1 of 9 CUSIP NO. 62473L309 13G 1 NAME OF REPORTING PERSON Aspen Partners I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 13-41187151313 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP [ ] (a) [x] (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 4,517,991 EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON 8 SHARED DISPOSITIVE POWER WITH 4,517,991 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,517,991 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.8% 12 TYPE OF REPORTING PERSON PN - --------- ------------------- Page 2 of 9 CUSIP NO. 62473L309 13G 1 NAME OF REPORTING PERSON Aspen Capital LLC I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 13-41187151313 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP [ ] (a) [x] (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 4,517,991 EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON 8 SHARED DISPOSITIVE POWER WITH 4,517,991 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,517,991 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.8% 12 TYPE OF REPORTING PERSON 00 - --------- ------------------- Page 3 of 9 CUSIP NO. 62473L309 13G 1 NAME OF REPORTING PERSON Aspen Advisors LLC I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP [ ] (a) [x] (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 6,075,000 EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON 8 SHARED DISPOSITIVE POWER WITH 6,075,000 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,075,000 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.8% 12 TYPE OF REPORTING PERSON 00 - --------- ------------------- Page 4 of 9 CUSIP NO. 62473L309 13G 1 NAME OF REPORTING PERSON Nikos Hecht I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP [ ] (a) [x] (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 6,075,000 EACH 7 SOLE DISPOSITIVE POWER REPORTING 0 PERSON 8 SHARED DISPOSITIVE POWER WITH 6,075,000 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,075,000 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.8% 12 TYPE OF REPORTING PERSON IN - --------- ------------------- Page 5 of 9 ITEM 1(A). NAME OF ISSUER. Mpower Holding Corporation ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. 175 Sully's Trail, Suite 300, Pittsford, NY 14534 ITEM 2(A). NAME OF PERSON FILING. 1. Aspen Partners, a series of Aspen Capital Partners, LP (the "Partnership") 2. Aspen Capital LLC, its General Partner (the "General Partner") 3. Aspen Advisors LLC, investment adviser to Aspen Partners & others, including three managed accounts holding securities of the issuer (the "Adviser") 4. Nikos Hecht, Managing Member of the General Partner and the Adviser ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE. c/o Aspen Advisors LLC 152 W. 57th Street, 46th Floor, New York, NY 10019 ITEM 2(C). CITIZENSHIP. The Partnership, General Partner and Adviser: Delaware Nikos Hecht: U.S. citizen ITEM 2(D). TITLE OF CLASS OF SECURITIES. Common Stock ITEM 2(E). CUSIP NUMBER. 62473L309 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING 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. Page 6 of 9 (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) [ ] 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). (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 Investment Company Act. ITEM 4. OWNERSHIP. The Partnership directly owns 4,517,991 shares of the common stock of the Issuer (the "Common Stock"). The General Partner, is deemed to beneficially own 4,517,991 shares of the Common Stock, and the Adviser and Nikos Hecht are each deemed to beneficially own 6,075,000 shares of the Common Stock. There are 78,181,651 shares of the Common Stock outstanding. Thus, the Partnership's ownership percentage of the Common Stock is 5.78%. The General Partner is deemed to beneficially own a 5.78% interest in the Common Stock, and the Adviser and Nikos Hecht are each deemed to own an 7.77% interest in the Common Stock. The Partnership, the General Partner, the Adviser and Nikos Hecht each share the power to vote and the power to dispose of 4,517,991 shares of the Common Stock directly held by the Partnership. The Adviser and Nikos Hecht share the power to vote and the power to dispose of an additional 1,557,009 shares of Common Stock. Thus, the Advisor and Nikos Hecht share the power to vote and power to dispose of 6,075,000 shares of Common Stock. The Partnership, the General Partner, the Adviser and Nikos Hecht are filing this amendment at the request of the Issuer, who plans to make use of the information disclosed herein in its own filings with the SEC. Page 7 of 9 ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. Not applicable. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. The Adviser manages investments for several institutional investors and private investment funds, none of whom beneficially owns more than 5% of the Common Stock, except Aspen Partners. 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 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. Page 8 of 9 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. Date: October 3, 2003 ASPEN PARTNERS, a series of Aspen Capital Partners, LP By: Aspen Capital LLC, General Partner By: /s/Nikos Hecht --------------------------------------- Nikos Hecht Title: Managing Member ASPEN CAPITAL LLC By: /s/Nikos Hecht --------------------------------------- Nikos Hecht Title: Managing Member ASPEN ADVISORS LLC By: /s/Nikos Hecht --------------------------------------- Nikos Hecht Title: Managing Member NIKOS HECHT By: /s/Nikos Hecht --------------------------------------- Nikos Hecht Page 9 of 9 -----END PRIVACY-ENHANCED MESSAGE-----