-----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, WOuIhLS0ervDci5gpfgiOiHA41v63+DofEls9CvsJkM36kmY3k3brROioR1E6grj 1cxBkLJ8ETo19ElgJkb5JA== 0000009749-99-000024.txt : 19990217 0000009749-99-000024.hdr.sgml : 19990217 ACCESSION NUMBER: 0000009749-99-000024 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990216 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LEARNING CO INC CENTRAL INDEX KEY: 0000719612 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942562108 STATE OF INCORPORATION: DE FISCAL YEAR END: 0104 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-35677 FILM NUMBER: 99543205 BUSINESS ADDRESS: STREET 1: ONE ATHENAEUM ST CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 6174941200 MAIL ADDRESS: STREET 1: ONE ATHENAEUM ST CITY: CAMBRIDGE STATE: MA ZIP: 02142 FORMER COMPANY: FORMER CONFORMED NAME: SOFTKEY INTERNATIONAL INC DATE OF NAME CHANGE: 19940210 FORMER COMPANY: FORMER CONFORMED NAME: WORDSTAR INTERNATIONAL INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MICROPRO INTERNATIONAL CORP DATE OF NAME CHANGE: 19890618 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BANKERS TRUST CORP CENTRAL INDEX KEY: 0000009749 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 136180473 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 130 LIBERTY ST CITY: NEW YORK STATE: NY ZIP: 10006 BUSINESS PHONE: 2122502500 MAIL ADDRESS: STREET 1: 130 LIBERTY STREET CITY: NEW YORK STATE: NY ZIP: 10006 FORMER COMPANY: FORMER CONFORMED NAME: BANKERS TRUST NEW YORK CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BT NEW YORK CORP DATE OF NAME CHANGE: 19671107 SC 13G 1 THE LEARNING COMPANY 13-G FILING BANKERS TRUST CORPORATION One Bankers Trust Plaza New York, New York 10006 Damian P. Reitemeyer Principal Telephone: (212) 250-4599 February 12, 1999 Securities and Exchange Commission SEC Document Control 450 Fifth Street, N.W. Washington, DC 20549 Attn: Filing Desk Dear Sirs: Re: Filing of Schedule 13G on Learning Company, Inc. Pursuant to Rule 13d-1 of the General Rules and Regulations under the Securities Exchange Act of 1934, the following is one copy of the Schedule 13G with respect to the common stock of the above referenced corporation. Please acknowledge your receipt of the Schedule 13G filing submission through the EDGAR-Link System software, by E-Mail confirmation. Sincerely, Damian P. Reitemeyer Enclosures SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Learning Company, Inc. _______________________________________ NAME OF ISSUER: Common Stock (Par Value $.01) _______________________________________ TITLE OF CLASS OF SECURITIES 522008101 _______________________________________ CUSIP NUMBER Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) *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 (the 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). (Continued on following page(s)) Page 1 of 10 Pages CUSIP No. 522008101 Page 2 of 10 Pages 1.NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVEPERSONS Bankers Trust Corporation; its wholly-owned subsidiary Bankers Trust Company; its wholly- owned subsidiary BT Holdings (New York), Inc.; and its indirect wholly-owned subsidiary BT Alex.Brown Incorporated (BT Alex.Brown). 13-6180473 2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [ ] See page 8 of 10, Item 8 - IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP 3.SEC USE ONLY 4.CITIZENSHIP OR PLACE OF ORGANIZATION Bankers Trust Corporation, BT Holdings (New York), Inc. and Bankers Trust Company are New York Corporations. BT Alex.Brown is a Delaware Corporation. CUSIP No. 522008101 Page 3 of 10 Pages NUMBER OF 5. SOLE VOTING POWER SHARES Bankers Trust Company 156,931 shares BT Alex.Brown 63,080 shares BT Holdings (New York), Inc. 199,400 shares 419,411 shares BENEFICIALLY 6. SHARED VOTING POWER OWNED BY Bankers Trust Company 0 shares BT Alex.Brown 0 shares BT Holdings (New York), Inc. 0 shares 0 shares EACH 7. SOLE DISPOSITIVE POWER REPORTING Bankers Trust Company 555,892 shares BT Alex.Brown 63,080 shares BT Holdings (New York), Inc. 199,400 shares 818,372 shares PERSON 8. SHARED DISPOSITIVE POWER WITH Bankers Trust Company 0 shares BT Alex.Brown 0 shares BT Holdings (New York), Inc. 0 shares 0 shares 9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON Bankers Trust Company 555,892 shares BT Alex.Brown 63,080 shares BT Holdings (New York), Inc. 199,400 shares 818,372 shares 10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN SHARES * [] CUSIP No. 522008101 Page 4 of 10 Pages 11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Bankers Trust Company 0.65% BT Alex.Brown 0.07% BT Holdings (New York), Inc. 0.23% 0.95% 12.TYPE OF REPORTING PERSON * Bankers Trust Corporation - HC Bankers Trust Company - BK BT Alex.Brown - BD BT Holdings (New York),Inc. - CO CUSIP No. 522008101 Page 5 of 10 Pages Item 1(a) NAME OF ISSUER: Learning Company, Inc. Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: One Athenaeum Street Cambridge, MA 02142 Item 2(a) NAME OF PERSON FILING: Bankers Trust Corporation; its wholly- owned subsidiaries BT Holdings (New York), Inc. and Bankers Trust Company; and its indirect wholly- owned subsidiary BT Alex.Brown Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE: For Bankers Trust Corporation, BT Holdings (New York), Inc., Bankers Trust Company, and BT Alex.Brown 130 Liberty Street New York, New York 10006 Item 2(c) CITIZENSHIP: Bankers Trust Corporation, BT Holdings (New York), Inc. and Bankers Trust Company are New York Corporations. BT Alex.Brown is a Delaware Corporation. CUSIP No. 522008101 Page 6 of 10 Pages Item 2(d) TITLE OF CLASS OF SECURITIES: This statement relates to the Companys Common Stock $.01 par value per share. Item 2(e) CUSIP NUMBER: 522008101 Item 3 THE PERSON FILING IS A: For Bankers Trust New York Corporation and its wholly owned subsidiary BT Holdings New York, Inc. (g) [X] Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G) For Bankers Trust Company (b) [X] Bank as defined in section 3(a)(6) of the Act. For BT Alex.Brown (a) [X] Broker or dealer registered under Section 15 15 of the Act. Item 4 OWNERSHIP: (a) Amount Beneficially Owned: Bankers Trust Company 555,892 shares BT Alex.Brown 63,080 shares BT Holdings (New York), Inc. 199,400 shares 818,372 shares CUSIP No. 522008101 Page 7 of 10 Pages (b) Percent of Class : Bankers Trust Company 0.65% BT Alex.Brown 0.07% BT Holdings (New York), Inc. 0.23% 0.95% (c) Number of shares as to which the following have: (i) sole power to vote or to direct the vote - Bankers Trust Company 156,931 shares BT Alex.Brown 63,080 shares BT Holdings (New York), Inc. 199,400 shares 419,411 shares (ii) shared power to vote or to direct the vote - Bankers Trust Company 0 shares BT Alex.Brown 0 shares BT Holdings (New York), Inc. 0 shares 0 shares (iii) sole power to dispose or to direct the disposition of - Bankers Trust Company 555,892 shares BT Alex.Brown 63,080 shares BT Holdings (New York), Inc. 199,400 shares 818,372 shares CUSIP No. 522008101 Page 8 of 10 Pages (iv) shared power to dispose or to direct the disposition of - Bankers Trust Company 0 shares BT Alex.Brown 0 shares BT Holdings (New York), Inc. 0 shares 0 shares 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: Not applicable. Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: See Exhibits A, B and C. Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: In addition to the shares presented in this Form 13G, Alex.Brown Investment Management, a limited partnership that is 50% owned indirectly by Bankers Trust Corporation, beneficially owns 4,881,211 shares or 5.68% of Learning Company, Inc. This ownership was disclosed in a separate 13G filed by Alex.Brown Investment Management. Item 9 NOTICE OF DISSOLUTION OF GROUP: Not applicable. CUSIP No. 522008101 Page 9 of 10 Pages Item 10 CERTIFICATION: 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 for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. 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: as of December 31, 1998 Signature: Bankers Trust Corporation By: /s/ James T. Byrne, Jr. Name: James T. Byrne, Jr. Title: Secretary Signature: Bankers Trust Company By: /s/ James T. Byrne, Jr. Name: James T. Byrne, Jr. Title: Secretary Signature: BT Alex.Brown By: /s/ James T. Byrne, Jr. Name: James T. Byrne, Jr. Title: Secretary CUSIP No. 522008101 Page 10 of 10 Pages Signature: BT Holdings (New York), Inc. By: /s/ Gordon S. Calder, Jr. Name: Gordon S. Calder, Jr. Title: Secretary EXHIBIT A The chain of ownership from Bankers Trust Corporation to Bankers Trust Company and BT Holdings (New York), Inc. is shown below: Bankers Trust Corporation _________________________________________________________ | | 100% 100% | | Bankers Trust Company BT Holdings (New York), Inc. EXHIBIT B The chain of ownership from Bankers Trust Corporation to BT Alex. Brown is shown below: Bankers Trust Corporation | | 100% | | BT Alex. Brown Holdings Incorporated | | 100% | | BT Alex. Brown Incorporated EXHIBIT C The chain of ownership from Bankers Trust Corporation to Alex.Brown Investment Management is shown below: Bankers Trust Corporation | | 100% | | BT Alex.Brown Holdings Incorporated | ___________________|_______________________ | | | | | | | | | | | | | | 49% 100% | | | | Alex.Brown Investment Management BT Alex. Brown Incorporated (limited partnership) | | 1% | | Alex.Brown Investment Management (limited partnership) -----END PRIVACY-ENHANCED MESSAGE-----