-----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, NMGT8mTthXVArEohc1fXK3lUW76YK/UeEantX1bYr7qNEWlb1D5iU/PVUkOH5pNo BF3ciQwDdqSs2Uh7tDrfFw== 0000950144-03-003415.txt : 20030320 0000950144-03-003415.hdr.sgml : 20030320 20030320105416 ACCESSION NUMBER: 0000950144-03-003415 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030320 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FERNWOOD PARTNERS II LLC CENTRAL INDEX KEY: 0001094450 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 100 FIRST STAMFORD PLACE STREET 2: SUITE 625 CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2036022290 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CYBERGUARD CORP CENTRAL INDEX KEY: 0000927133 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 650510339 STATE OF INCORPORATION: FL FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43567 FILM NUMBER: 03610000 BUSINESS ADDRESS: STREET 1: 2000 WEST COMMERCIAL BLVD STREET 2: SUITE 200 CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 BUSINESS PHONE: 9549583900 MAIL ADDRESS: STREET 1: 2000 WEST COMMERCIAL BLVD STREET 2: 2000 WEST COMMERCIAL BLVD, SUITE 200 CITY: FT LAUDERDALE STATE: FL ZIP: 33309 FORMER COMPANY: FORMER CONFORMED NAME: HARRIS COMPUTER SYSTEMS CORP DATE OF NAME CHANGE: 19940720 SC 13D/A 1 g81372a3sc13dza.htm CYBERGUARD CORPORATION/FERNWOOD PARTNERS II, LLC sc13dza
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

CYBERGUARD CORPORATION

(Name of Issuer)

Common Stock, $.01 par value

(Title of Class of Securities)

231910100

(Cusip Number)

Stephen T. Braun, Esq.
Greenebaum, Doll & McDonald PLLC
700 Two American Center
3102 West End Avenue
Nashville, Tennessee 37203-1304
(615) 760-7120

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 18, 2003

(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-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 §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting 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 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).

 

 

             
CUSIP No. 231910100
  1. Name of Reporting Person:
Fernwood Partners II, LLC		 I.R.S. Identification Nos. of above persons (entities only):
06-1557333
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
N/A
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
-0-
8. Shared Voting Power:
-0-
9. Sole Dispositive Power:
-0-
10.Shared Dispositive Power:
-0-
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o
  13.Percent of Class Represented by Amount in Row (11):
-0-%
  14.Type of Reporting Person (See Instructions):
00 (Limited Liability Company)

2

 

       
  This Amendment No. 3 amends the Statement on Schedule 13D filed by Fernwood Partners II, LLC, a Delaware limited liability company (“Fernwood”), on September 7, 1999, as amended on January 9, 2001, and February 12, 2001 (the “Schedule 13D”), with respect to shares of the Common Stock, $.01 par value (“Common Stock”), of CyberGuard Corporation, a Florida corporation (the “Issuer”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Schedule 13D.
Item 1. Security and Issuer
  N/A
 
Item 2.Identity and Background
N/A
 
Item 3.Source and Amount of Funds or Other Consideration
N/A
 
Item 4.Purpose of Transaction
N/A
 
 

3

 

       
Item 5.Interest in Securities of the Issuer
  On March 18, 2003, Fernwood was dissolved and all Common Stock and Warrants held by Fernwood were distributed in-kind to its members. As a result of the distribution, Fernwood is no longer a beneficial owner of the Common Stock, or any other securities, of the Issuer.
 
Item 6.Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
  N/A
 
Item 7.Material to Be Filed as Exhibits
  N/A
 

4

 

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.

DATED: March 20, 2003
   
 
FERNWOOD PARTNERS II, LLC
   
By: /s/ Alan L. Bazaar
Name: Alan L. Bazaar
Title: Member
   

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)

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