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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
(AMENDMENT NO. 4)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Liberty Livewire Corporation
(Name of Issuer)
Class A Common Stock, par value $.01 per share
(Title of Class of Securities)
530709104
(CUSIP Numbers)
Charles Y. Tanabe, Esq.
Senior Vice President and General Counsel
Liberty Media Corporation
9197 South Peoria Street
Englewood, Colorado 80112
(720) 875-5400
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
June 9, 2000, June 10, 2000 and July 19, 2000
(Dates of Events which Require 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 Rule 13d-1(e), 13d-1(f) or 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 Rule
13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 6 Pages)
*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 the
disclosures provided in a prior cover page.
The information required in 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, (the "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 6
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CUSIP NO. 530709104 (Class A Common Stock of Liberty Livewire Corporation)
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
1
Liberty Media Corporation
84-1288730
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) /X/
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3 SEC USE ONLY
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4 SOURCE OF FUNDS 00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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7 SOLE VOTING POWER
31,316,677 (1).
NUMBER OF -----------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY EACH -----------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 31,316,677 (1).
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,316,677 (1)
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
87.8% (1)
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TYPE OF REPORTING PERSON
14
CO
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(1) Reporting Person owns 31,316,677 shares of the Issuer's Class B Common Stock
(as defined herein) and no other shares of the capital stock of the Issuer. Each
share of the Issuer's Class B Common Stock is convertible, at the option of the
holder, into one share of the Issuer's Class A Common Stock (as defined herein).
The 31,316,677 shares of the Issuer's Class B Common Stock represents 100% of
the outstanding shares of the Class B Common Stock, as of July 19, 2000; these
shares also represent approximately 87.8% of the Issuer's currently outstanding
equity, which consists of the Issuer's Class A and Class B Common Stock.
Page 2 of 6
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
(AMENDMENT NO. 4)
STATEMENT OF
LIBERTY MEDIA CORPORATION
PURSUANT TO SECTION 13(d) OF THE SECURITIES EXCHANGE ACT OF 1934
IN RESPECT OF
LIBERTY LIVEWIRE CORPORATION (FORMERLY KNOWN AS THE TODD-AO CORPORATION)
ITEM 1. SECURITY AND ISSUER.
Liberty Media Corporation, a Delaware corporation ("Liberty" or the
"Reporting Person"), is filing this Statement on Schedule 13D/A (this
"Statement") with respect to shares (the "Shares") of the Class A Common Stock,
par value $.01 per share (the "Class A Common Stock"), of Liberty Livewire
Corporation (formerly known as The Todd-AO Corporation), a Delaware corporation
(the "Issuer"). The Issuer's principal executive offices are located at 900 N.
Seward St., Hollywood, California 90038.
This Statement is being filed by the Reporting Person solely for the
purpose of correcting certain information reported in the Schedule 13D/A filed
by the Reporting Person on July 26, 2000 (the "Third Schedule 13D"), which is
incorporated herein by reference. All capitalized terms used herein but not
defined shall have the meanings ascribed to such terms in the Third Schedule
13D.
On June 9, 2000, AT&T issued 5,433,256 shares of Class A Liberty
Stock in order to acquire 6,519,907 shares of the Issuer's Class B Common Stock;
AT&T then contributed such shares to the Reporting Person. As a result of this
contribution, the Post-Merger Business Combination and the Soundelux
Contribution, the Reporting Person owns a total of 31,316,677 shares of the
Issuer's Class B Common Stock, which represents (i) 100% of the Issuer's
currently outstanding shares of Class B Common Stock, (ii) approximately 87.8%
of the Issuer's currently outstanding equity, as reported by the Issuer to the
Reporting Person and (iii) approximately 98.6% of the voting power in the
Issuer. The Reporting Person has sole power to vote these shares and the sole
power to dispose or to direct the disposition of such shares.
The First Schedule 13D was supplemented and amended by Second
Schedule 13D, which in turn was supplemented and amended by the Third Schedule
13D, which in turn is being supplemented and amended by this Amendment No. 4.
The information provided in this Amendment No. 4 is only as of July 19, 2000,
the date of the Soundelux Contribution. This Amendment No. 4 does not report any
material additional information or substantive change in
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the information previously reported, other than (i) correcting the number of
shares of Class A Liberty Stock that was issued in the Merger and (ii)
correcting the number of shares of the Issuer's Class B Common Stock that was
acquired in connection with the Transactions, which alters the total number of
shares of the Issuer's Class B Common Stock that the Reporting Person owns as of
July 19, 2000.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
Item 7 of this Schedule 13D/A hereby reads as follows:
EXHIBIT NO. EXHIBIT
7(a) Third Schedule 13D (incorporated herein by reference to the
Reporting Person's Schedule 13D, filed with the Commission on
July 26, 2000).
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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: August 3, 2000.
LIBERTY MEDIA CORPORATION
By: /s/ Vivian J. Carr
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Name: Vivian J. Carr
Title: Vice President
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EXHIBIT INDEX
Exhibit No. Exhibit
7(a) Third Schedule 13D (incorporated herein by reference
to the Reporting Person's Schedule 13D, filed with
the Commission on July 26, 2000).
