SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 3)
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
DEPOMED, INC.
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(Name of Issuer)
COMMON STOCK, NO PAR VALUE
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(Title of Class of Securities)
249908104
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(CUSIP Number)
DONALD G. DRAPKIN
35 E. 62nd St.
New York, NY 10021
(212) 572-8440
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 5, 2000
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(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(e), 13d-1(f) or 13d-1(g),
check the following box [ ]
NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedules, including all exhibits. See Rule
13d-7 for other parties to whom copies are to be sent.
CUSIP No. 249908104
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON.
Donald G. Drapkin
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e): [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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NUMBER OF 7. SOLE VOTING POWER 697,200
SHARES -------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER 0
OWNED BY EACH -------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER 697,200
PERSON WITH: -------------------------------------------------
10. SHARED DISPOSITIVE POWER 0
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
697,200
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.7%
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14. TYPE OF REPORTING PERSON
IN
This Amendment No. 3 to Schedule 13D (this "Amendment") is being
filed pursuant to Rule 13d-2(a) of the Rules and Regulations under the
Securities Exchange Act of 1934, as amended (the "Act"), on behalf of
Donald G. Drapkin with respect to the common stock, no par value (the
"Common Stock"), of Depomed, Inc., a California corporation (the
"Company"). This Amendment amends the Schedule 13D originally filed by Mr.
Drapkin on October 13, 2000 (the "Initial Schedule 13D"), as previously
amended by Amendment No. 1 to the Initial Schedule 13D filed by Mr. Drapkin
on October 23, 2000 and Amendment No. 2 to the Initial Schedule 13D filed
by Mr. Drapkin on November 14, 2000 (as so amended, the "Schedule 13D").
The Schedule 13D, is hereby further amended by the addition of the
following information:
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
As of December 5, 2000, Mr. Drapkin has invested $3,050,670 of his
personal funds to acquire shares of Common Stock.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a)-(b) As of September 30, 2000, based on information provided by
the Company, there were 7,189,363 shares of Common Stock outstanding. Mr.
Drapkin is currently the beneficial owner of 697,200 shares of Common
Stock, representing 9.7% of the Common Stock then outstanding. Mr. Drapkin
has the sole power to vote and dispose of the shares of Common Stock held
by him.
(c) Other than the transactions described in Item 5 of the
Schedule 13D or set forth in the table below, there were no transactions by
Mr. Drapkin with respect to shares of Common Stock during the past 60 days.
The following table sets forth transactions in shares of Common
Stock effected by Mr. Drapkin during the past 60 days not previously
reported in the Schedule 13D:
<TABLE>
<CAPTION>
Date Nature of Transaction Number of Shares Price per Share
---- --------------------- ---------------- ---------------
<S> <C> <C> <C>
11/22/00 Purchase 600 $4.00
11/22/00 Purchase 1,500 $4.125
11/28/00 Purchase 700 $4.0625
11/28/00 Purchase 1,000 $4.125
11/28/00 Purchase 1,300 $4.1875
11/28/00 Purchase 200 $4.00
11/29/00 Purchase 6,500 $3.875
11/29/00 Purchase 200 $3.50
11/29/00 Purchase 8,300 $3.75
11/30/00 Purchase 500 $3.875
11/30/00 Purchase 6,500 $3.9375
11/30/00 Purchase 6,200 $3.625
11/30/00 Purchase 6,800 $3.50
11/30/00 Purchase 4,500 $3.75
11/30/00 Purchase 6,000 $3.75
12/1/00 Purchase 600 $3.875
12/1/00 Purchase 4,400 $4.00
12/4/00 Purchase 7,500 $4.0625
12/5/00 Purchase 9,000 $5.0625
12/5/00 Purchase 1,000 $4.25
12/5/00 Purchase 25,000 $4.875
</TABLE>
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: December 5, 2000
/s/ Donald G. Drapkin
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Donald G. Drapkin
