UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
EVANS & SUTHERLAND COMPUTER CORPORATION
------------------------------------------------
(Name of Issuer)
Common Stock,$0.20 Par Value
-------------------------------
(Title of Class of Securities)
299096107
--------------
(CUSIP Number)
July 17, 1998
------------------
(Date of Event which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 disclosure
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).
Continued on following page(s)
Page 1 of 14 Pages
<PAGE>
SCHEDULE 13G
CUSIP No. 299096107 Page 2 of 14 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
Soros Fund Management LLC
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 189,900
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 189,900
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
189,900
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[x]
11 Percent of Class Represented By Amount in Row (9)
2.12%
12 Type of Reporting Person*
OO; IA
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 299096107 Page 3 of 14 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
George Soros (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
UNITED STATES
5 Sole Voting Power
Number of 0
Shares
Beneficially 6 Shared Voting Power
Owned By 189,900
Each
Reporting 7 Sole Dispositive Power
Person 0
With
8 Shared Dispositive Power
189,900
9 Aggregate Amount Beneficially Owned by Each Reporting Person
189,900
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[x]
11 Percent of Class Represented By Amount in Row (9)
2.12%
12 Type of Reporting Person*
IA
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 299096107 Page 4 of 14 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
Stanley F. Druckenmiller (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
UNITED STATES
5 Sole Voting Power
Number of 0
Shares
Beneficially 6 Shared Voting Power
Owned By 189,900
Each
Reporting 7 Sole Dispositive Power
Person 0
With
8 Shared Dispositive Power
189,900
9 Aggregate Amount Beneficially Owned by Each Reporting Person
189,900
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[x]
11 Percent of Class Represented By Amount in Row (9)
2.12%
12 Type of Reporting Person*
IA
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 299096107 Page 5 of 14 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Winston Partners, L.P.
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 116,900
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 116,900
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
116,900
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[x]
11 Percent of Class Represented By Amount in Row (9)
1.31%
12 Type of Reporting Person*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 299096107 Page 6 of 14 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Chatterjee Fund Management, L.P.
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 116,900
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 116,900
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
116,900
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[x]
11 Percent of Class Represented By Amount in Row (9)
1.31%
12 Type of Reporting Person*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 299096107 Page 7 of 14 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Purnendu Chatterjee (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
UNITED STATES
5 Sole Voting Power
Number of 116,900
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 116,900
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
116,900
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[x]
11 Percent of Class Represented By Amount in Row (9)
1.31%
12 Type of Reporting Person*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 8 of 14 Pages
Item 1(a) Name of Issuer:
Evans & Sutherland Computer Corporation (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
600 Komas Drive, Salt Lake City, Utah 84108.
Item 2(a) Name of Person Filing:
This statement is filed on behalf of each of the following
persons (collectively, the "Reporting Persons"):
i) Soros Fund Management LLC, a Delaware limited liability
company ("SFM LLC");
ii) Mr. George Soros ("Mr. Soros");
iii) Mr. Stanley F. Druckenmiller ("Mr. Druckenmiller");
iv) Winston Partners, L.P., a Delaware limited partnership
("Winston L.P.");
v) Chatterjee Fund Management, L.P., a Delaware
limited partnership ("CFM"); and
vi) Purnendu Chatterjee ("Dr. Chatterjee").
This Statement relates to Shares (as defined herein) held for the
accounts of Quantum Partners LDC, a Cayman Islands exempted limited duration
company ("Quantum Partners") and Winston L.P., a Delaware limited partnership.
SFM LLC, a Delaware limited liability company, serves as principal investment
manager to Quantum Partners and as such, has been granted investment discretion
over portfolio investments, including the Shares, held for the account of
Quantum Partners. Mr. Soros is the Chairman of SFM LLC. Mr. Druckenmiller is the
Lead Portfolio Manager and a Member of the Management Committee of SFM LLC. CFM
is a Delaware limited partnership and the general partner of Winston L.P. Dr.
Chatterjee is the sole general partner of CFM.
Item 2(b) Address of Principal Business Office or, if None, Residence:
The address of the principal business office of each of SFM LLC,
Mr. Soros and Mr. Druckenmiller is 888 Seventh Avenue, 33rd Floor, New York, NY
10106. The address of the principal business office of each of Winston L.P.,
CFM, and Dr. Chatterjee is 888 Seventh Avenue, 30th Floor, New York, NY 10106.
Item 2(c) Citizenship:
i) SFM LLC is a Delaware limited liability company;
ii) Mr. Soros is a United States citizen;
<PAGE>
Page 9 of 14 Pages
iii) Mr. Druckenmiller is a United States citizen;
iv) Winston L.P. is a Delaware limited partnership;
v) CFM is a Delaware limited partnership; and
vi) Dr. Chatterjee is a United States citizen.
Item 2(d) Title of Class of Securities:
Common Stock, $0.20 par value (the "Shares").
Item 2(e) CUSIP Number:
299096107
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
As of July 24, 1998, each of the Reporting Persons may be deemed
the beneficial owner of the following number of Shares:
i) Each of SFM LLC, Mr. Soros and Mr. Druckenmiller may be
deemed to be the beneficial owner of the 189,900 Shares held
for the account of Quantum Partners.
ii) Each of Winston L.P., CFM and Dr. Chatterjee may be deemed
to be the beneficial owner of the 116,900 Shares held for
the account of Winston L.P.
Item 4(b) Percent of Class:
i) The number of Shares of which each of SFM LLC, Mr. Soros and
Mr. Druckenmiller may be deemed to be the beneficial owner
constitutes approximately 2.12% of the total number of
Shares outstanding.
ii) The number of Shares of which each of Winston L.P., CFM and
Dr. Chatterjee may be deemed to be the beneficial owner
constitutes approximately 1.31% of the total number of
Shares outstanding.
Dr. Chatterjee has reached understandings with each of Quantum
Partners and SFM LLC pursuant to which Dr. Chatterjee will furnish to each of
Quantum Partners and SFM LLC recommendations concerning transactions in the
Shares. It is contemplated by the Reporting Persons that Dr. Chatterjee will
share in any profits with respect to Shares held for the account of Quantum
Partners.
<PAGE>
Page 10 of 14 Pages
Item 4(c) Number of shares as to which such person has:
SFM LLC
(i) Sole power to vote or to direct the vote: 189,900
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 189,900
(iv) Shared power to dispose or to direct the disposition of: 0
Mr. Soros
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 189,900
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 189,900
Mr. Druckenmiller
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 189,900
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 189,900
Winston L.P.
(i) Sole power to vote or to direct the vote: 116,900
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 116,900
(iv) Shared power to dispose or to direct the disposition of: 0
<PAGE>
Page 11 of 14 Pages
CFM
(i) Sole power to vote or to direct the vote: 116,900
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 116,900
(iv) Shared power to dispose or to direct the disposition of: 0
Dr. Chatterjee
(i) Sole power to vote or to direct the vote: 116,900
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 116,900
(iv) Shared power to dispose or to direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class:
If this Statement is being filed to report the fact that as of
the date hereof each of the Reporting Persons has ceased to be the beneficial
owner of more than five percent of a class of securities, check the following:
[X]
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
(i) The partners of Quantum Partners, including Quantum Fund
N.V., a Netherlands Antilles corporation, have the right to participate in the
receipt of dividends from, or proceeds from the sale of, the Shares, held by
Quantum Partners in accordance with their partnership interests in Quantum
Partners.
(ii) The partners of Winston L.P. have the right to participate
in the receipt of dividends from, or proceeds from the sale of, the Shares, held
for the account of Winston L.P. in accordance with their ownership interests in
Winston L.P.
Each of SFM LLC, Mr. Soros and Mr. Druckenmiller expressly
disclaims beneficial ownership of any Shares held directly for the account of
Winston L.P. Each of Winston L.P., CFM and Dr. Chatterjee expressly disclaims
beneficial ownership of any Shares held directly for the account of Quantum
Partners.
<PAGE>
Page 12 of 14 Pages
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below each signatory certifies that, to the best of
his/its knowledge and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the Issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.
<PAGE>
Page 13 of 14 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: July 24, 1998 SOROS FUND MANAGEMENT LLC
By:/s/ Michael C. Neus
--------------------------------
Michael C. Neus
Assistant General Counsel
Date: July 24, 1998 GEORGE SOROS
By:/s/ Michael C. Neus
---------------------------------
Michael C. Neus
Attorney-in-Fact
Date: July 24, 1998 STANLEY F. DRUCKENMILLER
By:/s/ Michael C. Neus
---------------------------------
Michael C. Neus
Attorney-in-Fact
Date: July 24, 1998 WINSTON PARTNERS, L.P.
By: Chatterjee Fund Management, L.P.,
General Partner
By: Purnendu Chatterjee,
General Partner
By:/s/ Peter Hurwitz
-----------------------------
Peter Hurwitz
Attorney-in-Fact
<PAGE>
Page 14 of 14 Pages
Date: July 24, 1998 CHATTERJEE FUND MANAGEMENT, L.P.
By: Purnendu Chatterjee,
General Partner
By:/s/ Peter Hurwitz
-----------------------------
Peter Hurwitz
Attorney-in-Fact
Date: July 24, 1998 PURNENDU CHATTERJEE
By:/s/ Peter Hurwitz
-------------------------------
Peter Hurwitz
Attorney-in-Fact
