<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
RED BRICK SYSTEMS, INC.
-----------------------
(NAME OF ISSUER)
COMMON STOCK, $.0001 PAR VALUE
PREFERRED SHARE PURCHASE RIGHTS
-------------------------------
(TITLE OF CLASS OF SECURITIES)
756422101
--------------
(CUSIP NUMBER)
RICHARD J. LAMPEN
EXECUTIVE VICE PRESIDENT & GENERAL COUNSEL
NEW VALLEY CORPORATION
100 S.E. SECOND STREET, 32ND FLOOR
MIAMI, FL 33131
(305) 579-8000
---------------------------------------------------
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
OCTOBER 8, 1998
------------------------------------------------------
(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d.1(g), check
the following box [ ].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7(b) 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).
Page 1 of 4 Pages
<PAGE> 2
This Schedule 13D filed with the Securities and Exchange
Commission on September 30, 1998 (the "Schedule 13D") on behalf of New Valley
Corporation ("New Valley"), N.V. Holdings, Inc., BGLS Inc., Brooke Group Ltd.
and Bennett S. LeBow, in connection with the common stock, $.0001 par value, and
associated Preferred Share Purchase Rights, of Red Brick Systems, Inc., a
Delaware corporation (the "Company"), is hereby amended as follows (unless
otherwise defined, all capitalized terms used herein shall have the meanings set
forth in the Schedule 13D):
ITEM 4. PURPOSE OF TRANSACTIONS.
Item 4 is hereby amended to add the following:
On September 7, 1998, Informix Corporation ("Informix") announced the
signing of an agreement to acquire the Company. On September 8, 1998, New Valley
issued a press release announcing that it opposes the proposed acquisition of
the Company by Informix. A copy of the press release issued by New Valley is
attached hereto as Exhibit E and is incorporated herein by reference.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
Item 7 is hereby supplemented by adding the following exhibit:
Exhibit E: Press Release of New Valley dated October 8, 1998.
Page 2 of 4 Pages
<PAGE> 3
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: October 8, 1998
NEW VALLEY CORPORATION
By: /s/ Richard J. Lampen
----------------------------------
Name: Richard J. Lampen
Title: Executive Vice President
NEW VALLEY HOLDINGS, INC.
By: /s/ Richard J. Lampen
----------------------------------
Name: Richard J. Lampen
Title: Executive Vice President
BGLS INC.
By: /s/ Richard J. Lampen
----------------------------------
Name: Richard J. Lampen
Title: Executive Vice President
BROOKE GROUP LTD.
By: /s/ Richard J. Lampen
----------------------------------
Name: Richard J. Lampen
Title: Executive Vice President
BENNETT S. LEBOW
By: New Valley Corporation
By: /s/ Richard J. Lampen
----------------------------------
Name: Richard J. Lampen
Title: Executive Vice President
Page 3 of 4 Pages
<PAGE> 1
EXHIBIT 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE
Contact: George Sard/Anna Cordasco/Paul Caminiti
Sard Verbinnen & Co.
212/687-8080
NEW VALLEY CORPORATION CALLS PROPOSED INFORMIX STOCK SWAP
FOR RED BRICK SYSTEMS "GROSSLY INADEQUATE"
--------------------------------------------------------------------------
MIAMI, FL, OCTOBER 8, 1998 -- New Valley Corporation (OTC: NVYL) today
announced that it opposes the proposed acquisition of Red Brick Systems, Inc.
(NASDAQ: REDB) by Informix Corporation (NASDAQ: IFMX). New Valley, which owns
approximately 5% of the outstanding common stock of Red Brick, issued the
following statement:
"As a major shareholder of Red Brick Systems, New Valley opposes the
proposed acquisition of Red Brick by Informix. The Informix proposal for Red
Brick is grossly inadequate, offering a meager current premium in Informix stock
of questionable value, and is not in the best interests of Red Brick
shareholders."
New Valley is principally engaged in investment banking and brokerage
through Ladenburg, Thalmann & Co. Inc., in real estate development in Russia
through BrookeMil Ltd., and in ownership and management of commercial real
estate in the U.S. through its New Valley Realty division.
Page 4 of 4 Pages
