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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
AMENDMENT NO. 1 TO
SCHEDULE 13D
Statement of
Paul R. Dupee, Jr., George Bigelow and Lawrence Sosnow
Pursuant to Section 13(d) of the Securities Exchange Act of 1934
in respect of
MAXICARE HEALTH PLANS, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
577904204
(CUSIP Number)
Leonard Chazen
Howard, Darby & Levin
1330 Avenue of the Americas
New York, NY 10019
(212) 841-1096
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
April 2, 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 Rule 13d-1(b)(3) or (4), check the following / /.
Check the following box if a fee is being paid with the statement / /. (A fee is
not required only if the reporting 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.)
Note: Six copies of this statement including all exhibits should be filed with
the Commission. See Rule 13d-1(a) for the other parties to whom copies are to be
sent.
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-2-
* The remainder of thus cover page shall be filled out for a reporting persons
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.
This Amendment No. 1 amends and supplements the Statement on Schedule 13D,
originally filed with the Securities and Exchange Commission on April 13, 1998
by Paul R. Dupee, George Bigelow and Lawrence Sosnow (collectively, the "Filing
Parties"). Capitalized terms not defined herein have the meanings assigned
thereto in the Schedule 13D.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
The following documents are filed herewith:
(b) Power of Attorney of Paul R. Dupee, dated April 8, 1998.
(c) Power of Attorney of George Bigelow, dated April 9, 1998
(d) Power of Attorney of Lawrence Sosnow, dated April 9, 1998
SIGNATURES
After reasonable inquiry and to the best of the knowledge and belief of
each of the undersigned, each of the undersigned certifies that the information
set forth in this statement is true, complete and correct.
Dated: April 14, 1998
Paul R. Dupee, Jr.
/s/ LEONARD CHAZEN
By:__________________________
Name: Leonard Chazen
Title: Attorney-in-Fact
George Bigelow:
/s/ LEONARD CHAZEN
By:__________________________
Name: Leonard Chazen
Title: Attorney-in-Fact
Lawrence Sosnow:
/s/ LEONARD CHAZEN
By:__________________________
Name: Leonard Chazen
Title: Attorney-in-Fact
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Exhibit (b)
POWER OF ATTORNEY
I, Paul R. Dupee, Jr., hereby appoint Leonard Chazen, of Howard, Darby &
Levin, as true and lawful attorney-in-fact and agent, with full capacity to
execute on my behalf a Statement on Schedule 13D relating to shares of common
stock, par value $.01 per share, of Maxicare Health Plans, Inc., granting unto
said attorney-in-fact and agent full power and authority to do and perform each
and every act and thing necessary or advisable to be done related thereto, as
full to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorney-in-fact and agent may lawfully
do or cause to be done by virtue hereof.
/s/ Paul R. Dupee
______________________
Paul R. Dupee, Jr.
Date: April 8, 1998
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On April 8, 1998, before me personally came Paul R. Dupee, Jr., to me
known, and known to me to be the individual described in, and who executed the
foregoing instrument, and he acknowledged to me that he executed the same.
[SEAL] /s/ Jennifer L. Thomas
_________________________
Notary Public
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Exhibit (c)
POWER OF ATTORNEY
I, George Bigelow, hereby appoint Leonard Chazen, of Howard, Darby & Levin,
as true and lawful attorney-in-fact and agent, with full capacity to execute on
my behalf a Statement on Schedule 13D relating to shares of common stock, par
value $.01 per share, of Maxicare Health Plans, Inc., granting unto said
attorney-in-fact and agent full power and authority to do and perform each and
every act and thing necessary or advisable to be done related thereto, as full
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorney-in-fact and agent may lawfully do or cause
to be done by virtue hereof.
/s/ George Bigelow
____________________
George Bigelow
Date: April 9, 1998
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On April 9, 1998, before me personally came George Bigelow, to me known, and
known to me to be the individual described in, and who executed the foregoing
instrument, and he acknowledged to me that he executed the same.
[SEAL] Sharon A. Juck
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Notary Public
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Exhibit (d)
POWER OF ATTORNEY
I, Lawrence Sosnow, hereby appoint Leonard Chazen, of Howard, Darby &
Levin, as true and lawful attorney-in-fact and agent, with full capacity to
execute on my behalf a Statement on Schedule 13D relating to shares of common
stock, par value $.01 per share, of Maxicare Health Plans, Inc., granting unto
said attorney-in-fact and agent full power and authority to do and perform each
and every act and thing necessary or advisable to be done related thereto, as
full to all intents and purposes as I might or could do in person, hereby
ratifying and confirming all that said attorney-in-fact and agent may lawfully
do or cause to be done by virtue hereof.
/s/ Lawrence Sosnow
______________________
Lawrence Sosnow
Date: April 9, 1998
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On April 9, 1998, before me personally came Lawrence Sosnow, to me known,
and known to me to be the individual described in, and who executed the
foregoing instrument, and he acknowledged to me that he executed the same.
[SEAL] Martin Goldberg
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Notary Public
