-----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, P8uneXUBh4jQSdaGcywyPwEhPHWlBxRZXSCVwCDAnwlikv7lTpUs0abgSVuoCPOu MYX0K2R42LjpaStw9hYsoQ== 0000950130-96-003873.txt : 19961011 0000950130-96-003873.hdr.sgml : 19961011 ACCESSION NUMBER: 0000950130-96-003873 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961010 SROS: NONE GROUP MEMBERS: PAUL TUDOR JONES, II GROUP MEMBERS: THE RAPTOR GLOBAL FUND L.P. GROUP MEMBERS: THE RAPTOR GLOBAL FUND LTD. GROUP MEMBERS: TUDOR ARBITRAGE PARTNERS L.P. GROUP MEMBERS: TUDOR BVI FUTURES, LTD. GROUP MEMBERS: TUDOR GLOBAL TRADING LLC GROUP MEMBERS: TUDOR INVESTMENT CORP ET AL SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL MICROCOMPUTER SOFTWARE INC /CA/ CENTRAL INDEX KEY: 0000814929 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942862863 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39723 FILM NUMBER: 96641803 BUSINESS ADDRESS: STREET 1: 1895 EAST FRANCISCO BLVD CITY: SAN RAFAEL STATE: CA ZIP: 94901 BUSINESS PHONE: 4154543000 MAIL ADDRESS: STREET 1: 1895 EAST FRANCISCO BLVD CITY: SAN RAFAEL STATE: CA ZIP: 94901 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TUDOR INVESTMENT CORP ET AL CENTRAL INDEX KEY: 0000923093 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: ONE LIBERTY PLAZA STREET 2: 51ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10006 MAIL ADDRESS: STREET 1: ONE LIBERTY PLAZA STREET 2: 51ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10006 SC 13D/A 1 AMENDMENT NO.3 SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) International Microcomputer Software, Inc. ------------------------------------------------------ (Name of Issuer) Common Stock, no par value ------------------------------------- (Title of Class of Securities) 459862306 ------------------- (CUSIP Number) Andrew S. Paul, Esq. c/o Tudor Investment Corporation One Liberty Plaza (51st Floor) New York, New York 10006 (212) 602-6700 ---------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 1, 1996 ----------------------------------------------------------- (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with the statement [ ]. Page 1 - --------------------- CUSIP NO. 459862306 - --------------------- - ------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Tudor Investment Corporation TIN: 22-2514825 - ------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] - ------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------ 4. SOURCE OF FUNDS OO - ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ------------------------------------------------------------ 7 SOLE VOTING POWER NUMBER OF 0 SHARES -------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 126,550 EACH -------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH -------------------------------- 10 SHARED DISPOSITIVE POWER 126,550 - ------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 126,550 - ------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.9% - ------------------------------------------------------------ 14 TYPE OF REPORTING PERSON CO - ------------------------------------------------------------ Page 2 - --------------------- CUSIP NO. 459862306 - --------------------- - ------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Paul Tudor Jones, II TIN: - ------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] - ------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------ 4. SOURCE OF FUNDS OO - ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America - ------------------------------------------------------------ 7 SOLE VOTING POWER NUMBER OF 0 SHARES -------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 132,250 EACH -------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH -------------------------------- 10 SHARED DISPOSITIVE POWER 132,250 - ------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 132,250 - ------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.0% - ------------------------------------------------------------ 14 TYPE OF REPORTING PERSON IN - ------------------------------------------------------------ Page 3 - --------------------- CUSIP NO. 459862306 - --------------------- - ------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Raptor Global Fund Ltd. TIN: n/a - ------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] - ------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------ 4. SOURCE OF FUNDS OO - ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands - ------------------------------------------------------------ 7 SOLE VOTING POWER NUMBER OF 0 SHARES -------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 49,175 EACH -------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH -------------------------------- 10 SHARED DISPOSITIVE POWER 49,175 - ------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 49,175 - ------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.5% - ------------------------------------------------------------ 14 TYPE OF REPORTING PERSON CO - ------------------------------------------------------------ Page 4 - --------------------- CUSIP NO. 459862306 - --------------------- - ------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Raptor Global Fund L.P. TIN: 13-3735415 - ------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] - ------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------ 4. SOURCE OF FUNDS OO - ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ------------------------------------------------------------ 7 SOLE VOTING POWER NUMBER OF 0 SHARES -------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 22,075 EACH ----------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH ----------------------------- 10 SHARED DISPOSITIVE POWER 22,075 - ------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,075 - ------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.7% - ------------------------------------------------------------ 14 TYPE OF REPORTING PERSON PN - ------------------------------------------------------------ Page 5 - --------------------- CUSIP NO. 459862306 - --------------------- - ------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Tudor Arbitrage Partners L.P. TIN: 13-3496979 - ------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] - ------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------ 4. SOURCE OF FUNDS OO - ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ------------------------------------------------------------ 7 SOLE VOTING POWER NUMBER OF 0 SHARES -------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 5,700 EACH -------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH -------------------------------- 10 SHARED DISPOSITIVE POWER 5,700 - ------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,700 - ------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.2% - ------------------------------------------------------------ 14 TYPE OF REPORTING PERSON PN - ------------------------------------------------------------ Page 6 - --------------------- CUSIP NO. 459862306 - --------------------- - ------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Tudor Global Trading LLC TIN: 13-3862744 - ------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] - ------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------ 4. SOURCE OF FUNDS OO - ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ------------------------------------------------------------ 7 SOLE VOTING POWER NUMBER OF 0 SHARES -------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 5,700 EACH ----------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH ----------------------------- 10 SHARED DISPOSITIVE POWER 5,700 - ------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,700 - ------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.2% - ------------------------------------------------------------ 14 TYPE OF REPORTING PERSON OO - ------------------------------------------------------------ Page 7 - --------------------- CUSIP NO. 459862306 - --------------------- - ------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Tudor BVI Futures, Ltd. TIN: n/a - ------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] - ------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------ 4. SOURCE OF FUNDS OO - ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin Islands - ------------------------------------------------------------ 7 SOLE VOTING POWER NUMBER OF 0 SHARES -------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 55,300 EACH -------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH -------------------------------- 10 SHARED DISPOSITIVE POWER 55,300 - ------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 55,300 - ------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.7% - ------------------------------------------------------------ 14 TYPE OF REPORTING PERSON CO - ------------------------------------------------------------ Page 8 This Amendment No. 3, dated October 10, 1996, filed by Tudor Investment Corporation, a Delaware corporation ("TIC"), Paul Tudor Jones, II, a natural person and a citizen of the United States ("Mr. Jones"), Tudor Global Trading LLC, a Delaware limited liability company ("TGT"), The Raptor Global Fund Ltd., a company organized under the laws of the Cayman Islands ("Raptor Ltd."), The Raptor Global Fund L.P., a Delaware limited partnership ("Raptor L.P."), Tudor Arbitrage Partners L.P., a Delaware limited partnership ("TAP"), Tudor BVI Futures, Ltd., a corporation organized under the laws of the British Virgin Islands ("Tudor BVI", and collectively with TIC, Mr. Jones, TGT, Raptor Ltd., Raptor L.P., and TAP, the "Reporting Persons") amends and restates the Schedule 13D, dated February 17, 1994, as amended, filed by the Reporting Persons and Danforth, L.P. ("Danforth") with respect to the common stock, no par value (the "Common Stock"), of International Microcomputer Software, Inc., a California corporation (the "Company") /*/ The summaries of information on schedules attached hereto are qualified in their entirety by reference to such schedules, which are incorporated by reference herein. Item 1. Security and Issuer ------------------- This Schedule 13D relates to the Common Stock. The Company's principal executive offices are located at 1895 East Franciso Boulevard, San Rafael, CA 94901. Item 2. Identity and Background. ----------------------- The Reporting Persons are TIC, Mr. Jones, Raptor Ltd., Raptor L.P., TAP, TGT, and Tudor BVI. The business address of each of TIC, Mr. Jones, Raptor L.P., TAP, and TGT is c/o Tudor Investment Corporation, 600 Steamboat Road, Greenwich, CT 06830. The business address of each of Raptor Ltd. and Tudor BVI is c/o Curacao International Trust Company N.V., Kaya Flamboyan 9, Curacao, Netherlands Antilles. Effective as of July 31, 1995, TIC ceased to provide investment advisory services to Danforth. Accordingly, Danforth is no longer included as a Reporting Person. - ----------------------- /*/ For purposes of this Statement on Schedule 13D the Reporting Persons have filed as a "group". Nevertheless, the Reporting Persons hereby disclaim that they are members of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934 or for any other purpose. Page 9 TIC is an international money management firm that engages in proprietary trading and provides investment advice to Raptor Ltd., Raptor L.P., and Tudor BVI, among others. Mr. Jones' principal employment is as Chairman and Chief Executive Officer of TIC of which he owns a majority of the capital stock and voting securities. Each of Raptor Ltd., Raptor L.P., TAP, and Tudor BVI is an investment fund which principally invests in debt, equity, derivative securities, and other financial instruments for the benefit of the holders of its partnership, stock, and other capital securities. TGT is the sole general partner of TAP and TIC is the sole general partner of Raptor L.P. The name, residence or business address, present principal occupation or employment, the name, principal business, and address of any corporation or other organization in which such employment is conducted and the citizenship of each natural person that is a director or executive officer of TIC, TGT, Raptor Ltd. or Tudor BVI is set forth on Schedule I hereto and is incorporated by reference herein. During the last five years, none of the Reporting Persons, or to the best knowledge and belief of the Reporting Persons, any of the individuals listed on Schedule I hereto, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which any Reporting Person or any person listed on Schedule I was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting activities subject to, federal or state securities laws or finding any violation of such law, except as follows: On September 12, 1996, TIC settled a proceeding with the Securities and Exchange Commission (the "SEC") relating to alledged violations of the "uptick rule" in connection with certain sales of stock over a two day period in March 1994. Without admitting or denying the SEC's findings, TIC paid a civil penalty of $800,000, and agreed not to violate the uptick rule in the future. Page 10 Item 3. Source and Amount of Funds or Other Consideration. ------------------------------------------------- The shares of Common Stock beneficially owned by each of Raptor Ltd., Raptor L.P., TAP, and Tudor BVI were acquired in open market purchases for cash on the dates and for the prices set forth on Schedule II hereto. The sources of the funds used to purchase the shares of Common Stock by each of the Reporting Persons were (i) capital contributions to such Reporting Person, (ii) the proceeds of transactions with respect to prior investments held by such Reporting Persons, and (iii) cash borrowed pursuant to margin loans with Morgan Stanley & Co. Incorporated, which are secured by all of the shares of Common Stock held by such Reporting Person. Item 4. Purpose of Transaction. ---------------------- Each of Raptor Ltd., Raptor L.P., TAP, and Tudor BVI initially acquired the Common Stock beneficially owned by such Reporting Person for investment purposes. Each of such Reporting Persons intends to continue to evaluate their respective investments in Common Stock based on the Company's financial condition, results of operations, and prospects as well as other then existing or anticipated facts and circumstances including general economic, market, and other financial conditions. Accordingly, each of the Reporting Persons reserves the right to change its plans and intentions with respect to its investment in securities of the Company at any time, as it deems appropriate. In particular, each of the Reporting Persons may at any time and from time to time (i) acquire additional shares of Common Stock, (ii) dispose of Common Stock, or (iii) enter into privately negotiated derivative transactions with institutional counterparties to hedge the market risk of some or all of its positions in the Common Stock. There can be no assurance that any Reporting Person will increase or decrease his investment in the Company or as to the number of shares of Common Stock or derivative securities that may be bought or sold in any such transactions. Page 11 Except as set forth in this Schedule 13D, none of the Reporting Persons currently has any plans or proposals which relate to or would result in any of the transactions, actions or events enumerated in paragraphs (a) through (j) of the instructions to Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. ------------------------------------ Attached hereto as Schedule II is a list of the transactions by each of the Reporting Persons in Common Stock since May 18, 1995. Because TIC is the sole general partner of Raptor L.P. and provides investment advisory services to Raptor Ltd., Raptor L.P., and Tudor BVI, TIC may be deemed to beneficially own the shares of Common Stock owned by each of such Reporting Persons. TGT, as the sole general partner of TAP, may be deemed to beneficially own the shares of Common Stock owned by TAP. In addition, because Mr. Jones owns a majority of the capital stock and voting securities of TIC, and indirectly owns a majority of the equity interests of TGT, Mr. Jones may be deemed to beneficially own the shares of Common Stock deemed beneficially owned by TIC and TGT. Based on information contained in the Company's 10-K for the year ended June 30, 1996 that there were 3,273,258 shares of Common Stock issued and outstanding as of September 16, 1996, each Reporting Person beneficially owns (or, with respect to TIC, Mr. Jones, and TGT, may be deemed to beneficially own) the number and percentage of outstanding shares of Common Stock listed in the responses to Items 11 and 13, respectively, of the cover page filed herewith for such Reporting Person. In addition, the number of shares of Common Stock beneficially owned (or, with respect to TIC, Mr. Jones, and TGT, which may be deemed beneficially owned) by each Reporting Person with respect to which such Reporting Person (i) has sole voting power, (ii) shares voting power, (iii) has sole dispositive power and (iv) shares dispositive power are listed in the responses to Items 7, 8, 9, and 10, respectively, of the cover page filed herewith for such Reporting Person. The voting and dispositive power is reported as shared because each of the Reporting Persons (other than TIC, Mr. Jones, and TGT) has the power to remove TIC or TGT as its investment advisor or general partner, as the case may be. Each of Raptor Ltd., Raptor L.P., TAP, and Tudor BVI expressly disclaims beneficial ownership of the shares of Common Stock beneficially owned by any other Reporting Person and each of TIC, Mr. Jones, and TGT disclaims beneficial ownership of the Common Stock beneficially owned by Raptor Ltd., Raptor L.P., TAP, and Tudor BVI. Page 12 Following the sales reported on Schedule II, none of the Reporting Persons remained the beneficial owner, pursuant to Rule 13(d)(1)(i), of more than 5% of the Common Stock of the Company. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer ------------------------------------------- Except as set forth in this Amendment, none of the Reporting Persons has any contracts, arrangements, understandings or relationships with respect to the securities of the Company. Item 7. Material to Be Filed as Exhibits -------------------------------- (1) Joint Filing Agreement (previously filed) Page 13 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Schedule 13D is true, complete, and correct. Dated: October 10, 1996 TUDOR INVESTMENT CORPORATION By: /s/ Andrew S. Paul ------------------------ Name: Andrew S. Paul Title: Vice President & General Counsel /s/ Paul Tudor Jones, II ---------------------------- Paul Tudor Jones, II THE RAPTOR GLOBAL FUND LTD. By: TUDOR INVESTMENT CORPORATION, Trading Advisor By: /s/ Andrew S. Paul ------------------------ Name: Andrew S. Paul Title: Vice President & General Counsel THE RAPTOR GLOBAL FUND L.P. By: TUDOR INVESTMENT CORPORATION, General Partner By: /s/ Andrew S. Paul ------------------------ Name: Andrew S. Paul Title: Vice President & General Counsel Page 14 TUDOR ARBITRAGE PARTNERS L.P. By: TUDOR GLOBAL TRADING LLC, General Partner By: /s/ Andrew S. Paul ------------------------ Name: Andrew S. Paul Title: Vice President & General Counsel By: TUDOR GLOBAL TRADING LLC By: /s/ Andrew S. Paul ------------------------ Name: Andrew S. Paul Title: Vice President & General Counsel TUDOR BVI FUTURES, LTD. By: TUDOR INVESTMENT CORPORATION, Trading Advisor By: /s/ Andrew S. Paul ------------------------ Name: Andrew S. Paul Title: Vice President & General Counsel Page 15 Schedule I EXECUTIVE OFFICERS AND DIRECTORS OF THE REPORTING PERSONS I. TIC The name, residence or business address, present principal occupation or employment, the name, principal business, and address of any corporation or other organization in which such employment is conducted and the citizenship of each executive officer or director of TIC is set forth below. Unless otherwise indicated (i) the principal occupation or employment of such person is as an executive officer or director of TIC, (ii) the business address of such person is c/o TIC at the address of TIC set forth under Item 2 of this Schedule 13D, (iii) such person is a citizen of the United States, and (iv) to the knowledge of the Reporting Persons, such person does not beneficially own and has not had any transactions in the Common Stock. Principal Occupation/ Name Business Address - ---- ----------------------------- Paul Tudor Jones, II/*/ Chairman/ of the Board of Directors, Chief Executive Officer of TIC. Mark F. Dalton Director, President, and Chief Operating Officer of TIC. Patrick A. Keenan Director, Vice President, and Chief Financial Officer of TIC. Mark A. Heffernan Director of TIC. Mr. Heffernan trades in Citizen of United securities and other financial instruments Kingdom for Tudor Proprietary Trading L.L.C., The Upper Mill, Kingston Road, Ewell, Surrey KT17 2AF, England. Andrew S. Paul Director, Vice President, General Counsel, and Corporate Secretary of TIC. Richard L. Fisher Director of TIC. Mr. Fisher is Senior Vice President of Dunavant Enterprises, Inc., 3797 Getwell Road, Memphis, TN 38118. - ----------------------- /*/See Item 5 of this Schedule 13D for a discussion of Mr. Jones' potential beneficial ownership of Common Stock. Page 16 II. RAPTOR LTD. The name, residence or business address, present principal occupation or employment, the name, principal business, and address of any corporation or other organization in which such employment is conducted and the citizenship of each executive officer or director of Raptor Ltd. is set forth below. Unless otherwise indicated (i) the principal occupation or employment of such person is as set forth below, (ii) the business address of such person is c/o Inter Caribbean Services Ltd., (iii) such person is a citizen of the country set forth below, and (iv) to the knowledge of the Reporting Persons, such person does not beneficially own and has not had any transactions in the Common Stock. Principal Occupation/ Name Business Address - ---- ----------------------------- Inter Caribbean Services Ltd. Director of Raptor Ltd. The principal Incorporated in British place of business of Inter Caribbean Virgin Islands Services Ltd. is c/o Curacao International Trust Company N.V. ("CITCO"), Kaya Flamboyan 9, Netherlands Antilles. Bernard A. Loze Director of Raptor Ltd. Chairman and Chief Citizen of France Executive Officer of Loze et Associes, 43, Avenue Marceau, Paris 75116, France, which is a consulting firm that provides financial and investment advice to international clients. Arpad A. Busson Director of Raptor Ltd. Chairman of European Citizen of France Investment Managers, c/o Harney, Westwood & Riegels, P.O. Box 71, Road Town, Tortola, British Virgin Islands, which is a consulting and money management firm. Page 17 III. TUDOR GLOBAL TRADING LLC The name and present principal occupation or employment of each executive officer of TGT is set forth below. The business address of such person is c/o TIC at the address of TIC set forth under Item 2 of this Schedule 13D, each such person is a citizen of the United States and to the knowledge of the Reporting Persons, such person does not beneficially own and has not had any transactions in the Common Stock. Name Principal Occupation/ - ---- ----------------------------- Paul Tudor Jones, II/*/ Chairman of the Board of Directors, Chief Executive Officer of TIC. Mark F. Dalton Director, President, and Chief Operating Officer of TIC. Patrick A. Keenan Director, Vice President, and Chief Financial Officer of TIC. Andrew S. Paul Director, Vice President, General Counsel, and Corporate Secretary of TIC. - ----------------------- /*/See Item 5 of this Schedule 13D for a discussion of Mr. Jones' potential beneficial ownership of Common Stock. Page 18 IV. TUDOR BVI The name, residence or business address, present principal occupation or employment, the name, principal business, and address of any corporation or other organization in which such employment is conducted and the citizenship of each executive officer or director of Tudor BVI is set forth below. To the knowledge of the Reporting Persons, the below listed persons neither currently beneficially own nor have had any transactions in the Common Stock. Principal Occupation/ Name Business Address - ---- ----------------------------- Inter Caribbean Services Ltd. Director of Tudor BVI. See information under Raptor Ltd. David P. d'Abrumenil Director of Tudor BVI. Citizen of United Kingdom Chairman, Lionspring Enterprises Limited, 36 John Street, London WC1N 2AT, England, which is a financial consulting firm. Jean-Pierre Jacquemoud Director of Tudor BVI. Attorney, Citizen of Switzerland Jacquemoud & Stanislas, 2, rue Bellow, Geneva 1206, Switzerland. Bernard A. Loze Director of Tudor BVI. See information under Raptor Ltd. Arpad A. Busson Director of Tudor BVI. See information under Raptor Ltd. Page 19 Schedule II TRANSACTIONS All shares of Common Stock were purchased or sold in open market transactions for cash. Tudor BVI - --------- Date Transaction # Shares $/Share - ------- ----------- -------- -------- 4/29/96 Sale 16,400 $9.000 6/10/96 Purchase 2,900 $10.000 9/27/96 Sale 14,300 $10.750 9/27/96 Sale 3,800 $11.0799 10/1/96 Sale 14,600 $10.3214 10/3/96 Sale 8,800 $10.875 10/3/96 Sale 3,700 $10.7708 Total Common Stock beneficially owned as of the date this Schedule 13D: 55,300 Raptor L.P. - ------------- Date Transaction # Shares $/Share - ------- ----------- -------- -------- 4/29/96 Sale 5,600 $9.000 6/10/96 Purchase 400 $10.000 9/27/96 Sale 4,200 $10.750 9/27/96 Sale 1,500 $11.0799 10/1/96 Sale 5,900 $10.3214 10/3/96 Sale 3,500 $10.875 10/3/96 Sale 1,500 $10.7708 Total Common Stock beneficially owned as of the date of this Schedule 13D: 22,075 Page 20 TAP - --- Date Transaction # Shares $/Share - ------- ----------- -------- -------- 4/29/96 Sale 2,200 $9.000 6/10/96 Sale 4,600 $10.000 9/27/96 Sale 1,500 $10.750 9/27/96 Sale 300 $11.0799 10/1/96 Sale 1,500 $10.3214 10/3/96 Sale 900 $10.875 10/3/96 Sale 400 $10.7708 Total Common Stock beneficially owned as of the date of this Schedule 13D: 5,700 Raptor Ltd. - ----------- Date Transaction # Shares $/Share - ------- ----------- -------- -------- 4/29/96 Purchase 24,200 $9.000 6/10/96 Purchase 1,300 $10.000 9/27/96 Sale 500 $11.0799 10/1/96 Sale 13,000 $10.3214 10/3/96 Sale 7,800 $10.875 10/3/96 Sale 3,400 $10.7708 Total Common Stock beneficially owned as of the date of this Schedule 13D: 49,175 Page 21 -----END PRIVACY-ENHANCED MESSAGE-----