UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Best Buy Co. Inc.
(Name of Issuer)
Common Stock, $0.10 par value
(Title of Class of Securities)
086516101
(CUSIP Number)
April 30, 1999
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x] Rule 13d-1(b)
[ ] 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 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 ("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 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Forstmann-Leff Associates, LLC
52-2169043
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF
SHARES 3,399,400 shares
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 9,542,700 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
4,447,626 shares
8 SHARED DISPOSITIVE POWER
12,368,250 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,815,876 shares (includes shares beneficially owned by FLA Asset
Management, LLC, Stamford Advisers Corp. and FLA Advisers L.L.C.)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.2%
12 TYPE OF REPORTING PERSON
IA, OO
<PAGE>
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FLA Asset Management, LLC
52-2169045
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 1,085,000 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
3,946,250 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,946,250 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.9%
12 TYPE OF REPORTING PERSON
IA, OO
<PAGE>
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FLA Advisers L.L.C.
13-3942422
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 8,422,000 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
8,422,000 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,422,000 shares (includes shares beneficially owned by Stamford
Advisers Corp.)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.1%
12 TYPE OF REPORTING PERSON
IA, OO
<PAGE>
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stamford Advisers Corp.
13-3421430
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 54,000 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
54,000 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
54,000 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.03%
12 TYPE OF REPORTING PERSON
IA, CO
<PAGE>
Item 1(a) NAME OF ISSUER:
Best Buy Co. Inc.
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
7075 Flying Cloud Drive
Eden Prairie, MN 55344-9312
Item 2(a) NAME OF PERSON FILING:
See Item 1 of the cover pages attached hereto
Item 2(b) Address of Principal Business Office, or if none, residence:
590 Madison Avenue
New York, New York 10022
Item 2(c) CITIZENSHIP:
See Item 4 of the cover pages attached hereto
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $0.10
Item 2(e) CUSIP NUMBER:
086516101
Item 3 Forstmann-Leff Associates, LLC, a Delaware limited
liability corporation and successor-in-interest to
Forstmann-Leff Associates, Inc., a New York corporation,
is a registered investment adviser under Section 203 of
the Investment Advisers Act of 1940 (the "Act"). FLA
Asset Management, LLC, a Delaware limited liability
corporation and successor-in-interest to FLA Asset
Management, Inc., a Delaware corporation, is a registered
investment adviser under the Act and a subsidiary of
Forstmann-Leff Associates, LLC. FLA Advisers L.L.C., a
New York limited liability company, is a registered
investment adviser under the Act whose managing members
constitute a majority of the Executive Committee of the
Board of Managers of Forstmann-Leff Associates, LLC.
Stamford Advisers Corp., a New York corporation, is a
registered investment adviser under the Act. FLA
Advisers L.L.C. is the parent company of Stamford
Advisers Corp.
<PAGE>
Item 4 OWNERSHIP:
(a) Amount beneficially owned:
See Item 9 of the cover pages attached hereto
(b) Percent of Class:
See Item 11 of the cover pages attached hereto
(c) See Items 5 through 8 of the cover pages attached hereto
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
Various clients of the reporting 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 of Best Buy Co. Inc. No one client's
interest in the Common Stock of Best Buy Co. Inc. is more
than five percent of the total outstanding Common Stock.
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT
HOLDING COMPANY:
Not Applicable
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP:
Not Applicable
Item 9 NOTICE OF DISSOLUTION OF GROUP:
Not Applicable
Item 10 CERTIFICATION:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and
are held in the ordinary course of business and 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>
SIGNATURES
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.
July 7, 1999
FORSTMANN-LEFF ASSOCIATES, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
FLA ASSET MANAGEMENT, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
FLA ADVISERS L.L.C.
By: /s/ Peter A. Lusk
Peter A. Lusk
STAMFORD ADVISERS CORP.
By: /s/ Peter A. Lusk
Peter A. Lusk
<PAGE>
Exhibit A
AGREEMENT
The undersigned, Forstmann-Leff Associates, LLC, FLA Asset
Management, LLC, FLA Advisers L.L.C. and Stamford Advisers Corp., agree that the
statement to which this exhibit is appended is filed on behalf of each of them.
July 7, 1999
FORSTMANN-LEFF ASSOCIATES, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Executive Vice President
FLA ASSET MANAGEMENT, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Executive Vice President
FLA ADVISERS L.L.C.
By: /s/ Peter A. Lusk
Peter A. Lusk
Managing Member
STAMFORD ADVISERS CORP.
By: /s/ Peter A. Lusk
Peter A. Lusk
President
