-----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, NqAI7M0dARHvbLHnUROIvMPu0Nhxjn/XBbkO2jfrVB/A1VOG+lKhcXcerfbqEQ7Y 49dwhs6H6YnVQAWunEYslA== 0000950134-01-000344.txt : 20010123 0000950134-01-000344.hdr.sgml : 20010123 ACCESSION NUMBER: 0000950134-01-000344 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20010122 GROUP MEMBERS: FALCON FUND LTD GROUP MEMBERS: FALCON FUND MANAGEMENT LTD GROUP MEMBERS: FFM GP INC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MAXWELL SHOE CO INC CENTRAL INDEX KEY: 0000918578 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 042599205 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-43801 FILM NUMBER: 1512932 BUSINESS ADDRESS: STREET 1: 101 SPRAGUE ST STREET 2: P O BOX 37 CITY: READVILLE STATE: MA ZIP: 02137 BUSINESS PHONE: 6173645090 MAIL ADDRESS: STREET 1: 101 SPRAGUE STREET STREET 2: P O BOX 37 CITY: READVILLE STATE: MA ZIP: 02137 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FALCON FUND LTD CENTRAL INDEX KEY: 0000868846 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 752345424 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 8235 DOUGLAS AVE STREET 2: SUITE 420 CITY: DALLAS STATE: TX ZIP: 75225 BUSINESS PHONE: 2146962700 MAIL ADDRESS: STREET 1: 8235 DOUGLAS AVE STREET 2: SUITE 420 CITY: DALLAS STATE: TX ZIP: 75225 SC 13G/A 1 d83488a1sc13ga.txt AMENDMENT NO. 1 TO SCHEDULE 13G 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(c) AND AMENDMENTS FILED PURSUANT TO 13d-2(b) (Amendment No. 1) MAXWELL SHOE COMPANY INC. ------------------------- (Name of Issuer) Class A Common Stock, $0.01 Par Value Per Share ----------------------------------------------- (Title of Class of Securities) 577766108 --------- (CUSIP Number) September 7, 2000 ----------------- (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) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) 2 SCHEDULE 13G CUSIP NO. 577766108 1. NAME OF REPORTING PERSON S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON Falcon Fund, Ltd. 75-2345424 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 5. SOLE VOTING POWER None SHARES BENEFICIALLY 6. SHARED VOTING POWER 350,000 OWNED BY EACH 7. SOLE DISPOSITIVE POWER None REPORTING PERSON 8. SHARED DISPOSITIVE POWER 350,000 WITH 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 350,000 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.0% 12. TYPE OF REPORTING PERSON PN 3 SCHEDULE 13G CUSIP NO. 577766108 1. NAME OF REPORTING PERSON S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON Falcon Fund Management, Ltd. 75-2767909 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 5. SOLE VOTING POWER None SHARES BENEFICIALLY 6. SHARED VOTING POWER 350,000 (1) OWNED BY EACH 7. SOLE DISPOSITIVE POWER None REPORTING PERSON 8. SHARED DISPOSITIVE POWER 350,000 (1) WITH 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 350,000 (1) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.0% 12. TYPE OF REPORTING PERSON IA (2) (1) Falcon Fund Management, Ltd., as General Partner of Falcon Fund, Ltd., has voting and dispositive power with respect to the aggregate shares of Common Stock held by Falcon Fund, Ltd. (2) Falcon Fund Management, Ltd. is registered as an investment adviser in Texas. 4 SCHEDULE 13G CUSIP NO. 577766108 1. NAME OF REPORTING PERSON S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON FFM GP, Inc. 75-2767908 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 5. SOLE VOTING POWER None SHARES BENEFICIALLY 6. SHARED VOTING POWER 350,000 (1) OWNED BY EACH 7. SOLE DISPOSITIVE POWER None REPORTING PERSON 8. SHARED DISPOSITIVE POWER 350,000 (1) WITH 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 350,000 (1) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.0% 12. TYPE OF REPORTING PERSON CO (1) FFM GP, Inc. as General Partner of Falcon Fund Management, Ltd., has voting and dispositive power with respect to the aggregate shares of Common Stock held by Falcon Fund, Ltd. 5 SCHEDULE 13G ITEM 1(a). NAME OF ISSUER: Maxwell Shoe Company Inc. ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 101 Sprauge Street P.O. Box 37 Boston, MA 02137 ITEM 2(a). NAME OF PERSON FILING: Falcon Fund, Ltd., Falcon Fund Management, Ltd., a Texas limited partnership a Texas limited partnership FFM GP, Inc. a Texas corporation ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: 5956 Sherry Lane, Suite 1810, Dallas, Texas 75225 ITEM 2(c). CITIZENSHIP: Falcon Fund, Ltd. is a Texas limited partnership Falcon Fund Management, Ltd. is a Texas limited partnership FFM GP, Inc. is a Texas corporation ITEM 2(d). TITLE OF CLASS OF SECURITIES: Class A Common Stock, $0.01 Par Value Per Share ITEM 2(e). CUSIP NUMBER: 577766108 6 ITEM 3. If this statement is filed pursuant to Rule 13d-1(c) or 13d-2(b) or (c), check whether the person filing is a: (a) through (j) are not applicable to Falcon Fund, Ltd. and FFM GP, Inc. Falcon Fund Management, Ltd. is an investment adviser in accordance with Rule 13d-1(b)(I)(ii)(E). If this statement is filed pursuant to Rule 13d-1(c), check this box [X] ITEM 4. OWNERSHIP Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 350,000 shares (b) Percent of Class: 4.0% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: None. (ii) Shared power to vote or to direct the vote: 350,000 (iii) Sole power to dispose or to direct the disposition of: None (iv) Shared power to dispose or to direct the disposition of: 350,000 ITEM 5. OWNERSHIP OF FIVE PERCENT OR 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]. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Not applicable. 7 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. With respect to Falcon Fund, Ltd. and FFM GP, Inc.: 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. With respect to Falcon Fund Management, Ltd.: 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. Exhibits: The following is filed as an exhibit to this Statement on Schedule 13G: Exhibit A Agreement to File Statement 8 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. Falcon Fund, Ltd. By: Falcon Fund Management, Ltd., its General Partner By: FFM GP, Inc., its general partner By: /s/ G. HOUSTON HALL -------------------------- G. Houston Hall, President Falcon Fund Management, Ltd. By: FFM GP, Inc., its general partner By: /s/ G. HOUSTON HALL -------------------------- G. Houston Hall, President FFM GP, Inc. By: /s/ G. HOUSTON HALL --------------------------- G. Houston Hall, President EX-99.A 2 d83488a1ex99-a.txt AGREEMENT TO FILE STATEMENT 1 Exhibit A Agreement to File Statement The undersigned hereby agree to file Amendment No. 1 to Schedule 13G on behalf of each of them relating to ownership of the common stock of Maxwell Shoe Company Inc. by Falcon Fund, Ltd. Falcon Fund, Ltd. By: Falcon Fund Management, Ltd., its General Partner By: FFM GP, Inc., its general partner By: /s/ G. HOUSTON HALL ----------------------- G. Houston Hall, President Falcon Fund Management, Ltd. By: FFM GP, Inc., its general partner By: /s/ G. HOUSTON HALL -------------------------- G. Houston Hall, President FFM GP, Inc. By: /s/ G. HOUSTON HALL --------------------------- G. Houston Hall, President -----END PRIVACY-ENHANCED MESSAGE-----