SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D/A
Under the Securities Exchange Act of 1934
AMC FINANCIAL, INC.
(FORMERLY KNOWN AS CITYSCAPE FINANCIAL CORP.)
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
001642107
(Cusip Number)
Russell A. Thompson
Senior Compliance Officer
MacKay Shields LLC
9 West 57 Street
New York, New York 10019
(212) 230-3835
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
April 13, 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 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 filed 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).
1) Names of Reporting Persons/I.R.S. Identification Nos.
of Above Persons (entities only):
MacKay Shields LLC (f/n/a MacKay-Shields Financial Corporation)
2) Check the Appropriate Box if a Member of a Group
(See Instructions):
(a) Not
(b) Applicable
3) SEC Use Only
4) Source of Funds (See Instructions): OO
5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e):
Not Applicable
6) Citizenship or Place of Organization:
Delaware
Number of 7) Sole Voting Power:
Shares Beneficially 1,978,596
Owned by 8) Shared Dispositive Power:
Each Reporting
Person With: 9) Sole Dispositive Power:
1,978,596
10) Shared Dispositive Power:
All of the indicated shares of common stocks were issued
Upon conversion of the 12.75% Bonds and 6% Convertible
Bonds.
11) Aggregate Amount Benefically Owned by Each Reporting
Person
1,978,596
12) Check if the Aggregate Amount in row (11) Excludes
Certain Shares (See Instructions): [ ]
13) Percent of Class Represented By Amount in Row (11):
25.5%
14) Type of Reporting Person (See Instructions): IA
Item 1. Security and Issuer.
This statement relates to the common stock, par value $.01 per share
(the "Shares") of AMC Financial, Inc. (formerly known as Cityscape
Financial, Inc.) (the "Company"), whose principal executive offices
Are located at 11111 Wilcrest Green, Houston, Texas 77042.
Item 2. Identity and Background.
The person filing this statement is MacKay Shields LLC,
a Company organized under the laws of Delaware and, registered
as an investment adviser under the Investment Advisers Act of 1940
(File No. 801-19525). MacKay Shields' principal address
is 9 West 57th Street, New York, New York 10019.
MacKay Shields acts as investment manager for a
number of clients pension and profit-sharing plans and also
to mutual funds.
Mackay Shields has never been a party to a civil proceeding
before a judicial or administrative body of competent jurisdiction
as a result of which it was or is now subject to a judgment,
decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with
respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
On July 1, 1999, the First Amended Plan of Reorganization
(the "Plan") of Cityscape Financial Corp. and its wholly
owned subsidiary, Cityscape Corp. (together "Cityscape"),
the predecessor to the Company, became effective.
Pursuant to the terms of the Plan, former holders of
Cityscape 12.75% Bonds and 6% Convertible Bonds
(the "Bonds") received equity shares in Company
in exchange for their respective Bond holdings. Specifically,
MacKay Shields, as an investment adviser to several client
accounts, held (on behalf of those accounts) in aggregate
85,875,000 Bonds (85,375,000 of the 12.75% and 500,000
of the 6% or valued at $12,806,250 and $3,750.00
respectively). As a result of the aforementioned Plan,
MacKay Shields held (on behalf of those client accounts)
Equity securities of the Company totaling, 2,092,421).
All funds used to purchase or acquire a security interest
In company came directly from proceeds of MacKay Shields'
Investment advisory clients.
Item 4. Purpose of Transaction.
MacKay Shields holds securities of the Company described
herein with the intentions of maximizing shareholder value.
In addition to monitoring the performance of the Company and
its management, MacKay Shields may also take certain steps to
further its stated objective. These steps may include, but are
not limited to, urging Company management to take appropriate
corporate actions to ensure that shareholder interests are adequately
protected.
Item 5. Interest in Securities of the Issuer.
At the time of its last Schedule 13D filing on October 13, 1999,
MacKay Shields (as investment adviser to several client accounts)
was the holder of and/or had the right to receive 2,092,421 shares,
representing 27.1% of the Company's 7,714,225 then issued and
outstanding shares. Currently, however, due to a disposition of
113,825 equity securities, MacKay Shields is the holder of and/or
has the right to receive 1,978,596 Company shares. Accordingly,
based upon information contained in AMC Financial's l0K for the
period ending December 31, 1999, and for purposes of Section
240.13d-3, MacKay Shields is deemed to beneficially own 1,978,596
shares, or 25.5% of the Company shares deemed issued and outstanding.
The above referenced disposition of Company shares did not result
from a securities transaction effectuated by MacKay Shields, but
resulted from a client's termination of its investment advisory
relationship with MacKay Shields and subsequent in-kind transfer
of assets. MacKay Shields no longer has voting power or investment
power over these 113,825 shares and accordingly it would not be
deemed a beneficial owner of these Company securities pursuant to
Section 240.13d-3.
Item 6. Contracts, Arrangement, Understanding or
Relationships With Respect to
Securities of the Issuer.
Except as described in this Schedule 13D, no
contracts, arrangements, understandings or
similar relationships exist with respect to the
securities of AMC Financial between Mackay Shields
and any person or entity.
Item 7. Material to be Filed as Exhibits.
None.
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: April 13, 2000
/s/ Russell A. Thompson
Senior Compliance Officer
