SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _)*
PEERLESS SYSTEMS CORP.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
705536100
(CUSIP Number)
Kenneth Luskin
Intrinsic Value Asset Management, Inc.
29229 Heathercliff Road, Suite 5
Malibu, California 90265
(310) 457-9303
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
November 22, 2000
(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(d), 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 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).Potential persons
who are to respond to the collection of information contained in this form
are not required to respond unless the form displays a currently valid
OMB control number. SEC 1746 (2-98)
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Intrinsic Value Asset Management, Inc.
IRS Identification No.: 95-4779707
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ?
(SEE INSTRUCTIONS) (b) ?
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
00
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ?
6
CITIZENSHIP OR PLACE OF ORGANIZATION
California
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
1,089,000
8
SHARED VOTING POWER
0
9
SOLE DISPOSITIVE POWER
1,089,000
10
SHARED DISPOSITIVE POWER
0
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,089,000
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ?
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.31%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
1
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Kenneth Luskin
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ?
(SEE INSTRUCTIONS) (b) ?
3
SEC USE ONLY
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
PF, 00
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ?
6
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
1,233,800
8
SHARED VOTING POWER
0
9
SOLE DISPOSITIVE POWER
1,233,800
10
SHARED DISPOSITIVE POWER
0
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,233,800
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ?
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.28%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE
ATTESTATION
Item 1. Security and Issuer.
Common Stock
Peerless Systems Corp.
2381 Rosecrans Avenue
El Segundo, California 90025
Item 2. Identity and Background.
Name:
Intrinsic Value Asset Management, Inc.
Place of Organization:
California
Principal Business:
Investment Adviser
Address of Principal
Business and Office:
29229 Heathercliff Road, Suite 5
Malibu, CA 90265
Criminal Proceedings:
None
Applicable Civil,
Judicial, or
Administrative
Proceedings:
None
Name:
Kenneth Luskin
Principal Business:
President of Intrinsic Value Asset Management, Inc.
Address of Principal
Business and Office:
29229 Heathercliff Road, Suite 5
Malibu, CA 90265
Criminal Proceedings:
None
Applicable Civil,
Judicial, or
Administrative
Proceedings:
None
Citizenship:
USA
Item 3. Source and Amount of Funds or Other Consideration.
Funds used for the acquisition of Common Stock of the Issuer were personal
investment funds of Kenneth Luskin in the aggregate amount of $204,480 with
respect to 144,000 shares of Common Stock personally owned by Mr. Luskin,
and funds in the aggregate amount of $1,546,380 of advisory clients of
Intrinsic Value Asset Management, Inc., including funds of IVAM Tech Fund,
LP, a limited partnership of which it is general partner, with respect to
1,089,000 shares of Common Stock owned by such advisory clients.
Item 4. Purpose of Transaction.
The shares of Common Stock covered by this Schedule 13D have been acquired
for investment purposes. The Reporting Persons believe that the Common Stock
represents an attractive investment opportunity at this time. The Reporting
Person may make additional purchases of Common Stock either in the open
market or in private transactions depending on their evaluation of the
Issuer's business, prospects and financial condition, the market for the ,
Common Stock other opportunities available to the Reporting Person, general
economic conditions, money and stock market conditions and other future
developments. Depending on the same factors, the Reporting Persons may
decide to sell all or part of their investments in the Common Stock, although
they have no current intention to do so. Although the purchases of shares
of Common Stock have been made for investment, at some future time the
Reporting Persons might decide that it is desirable to seek to control or
otherwise influence the management and policies of the Issuer. However,
the Reporting Persons have made no decision, and have not been authorized
by any advisory client, to seek to acquire the Issuer or to seek to control or
otherwise influence the management and policies of the Issuer. Except as set
forth above, the Reporting Persons have no present plans or intentions that
relate to or that would result in any of the transactions described in clauses
(a) through (j) of Item 4 of Schedule 13D. Item 5 Interest in Securities of the
Issuer. (a) As of November 22, 2000, the Reporting Persons beneficially
owned the following number of shares of the Company's Common Stock
(the approximate percentage of the shares of Common Stock owned as
indicated in parentheses below is based on 14,898,126 shares of Common
Stock outstanding on August 31, 2000 according to the Company's Form
10-Q Quarterly Report for the quarter ended July 31, 2000).
(i) Kenneth Luskin personally owned 144,000 shares (0.97%) and as
the control person of Intrinsic Value Asset Management, Inc.,
beneficially owned 1,233,000 shares (8.28%).
(ii) Intrinsic Value Asset Management, Inc. beneficially owned
1,089,000 shares (7.31%).
(iii) Total of the above is 1,233,800 shares (8.28%).
(b) The responses of the Reporting Persons to Items 7 through 11 of the
portions of the cover page of this Amendment No. 3 to the Schedule 13D
which relate to beneficial ownership of shares of the Common Stock are
incorporated herein by reference.
(c) Not Applicable.
(d) The shares of Common Stock to which this schedule relates, other than the
shares personally owned by Kenneth Luskin, are held for the accounts of
investment advisory clients of Intrinsic Value Asset Management, Inc. As
a result, various persons have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the Common
Stock. The ownership interest of any such account does not relate to more
than five percent of the Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
Intrinsic Value Asset Management, Inc. manages the assets of its advisory
clients pursuant to investment advisory agreements which authorize it to
acquire and dispose of securities in its discretion and to exercise the voting
authority of such securities.
Item 7. Matter to be filed as Exhibits
Not applicable.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: December 1, 2000
/s/ Kenneth Luskin
Kenneth Luskin
INTRINSIC VALUE ASSET MANAGEMENT, INC.
By: /s/ Kenneth Luskin
Kenneth Luskin, President
EXHIBIT I
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the
undersigned hereby agree that only one statement containing the information
required on Schedule 13D need be filed with respect to ownership by each of
the undersigned of shares of Common Stock of Peerless Systems Corporation.
This Agreement may be executed in any number of counterparts, each of which
shall be deemed an original.
Dated: December 1, 2000
KENNETH LUSKIN
/s/ Kenneth Luskin
INTRINSIC VALUE ASSET
MANAGEMENT, INC.
By: /s/ Kenneth Luskin
President
(...continued)
(continued...)
SCHEDULE 13D
CUSIP NO. 705536100
Page 7 of 9 Pages
LA/612020.1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
LA/612020.1
