SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 2 TO SCHEDULE 13D
Under the Securities Exchange Act of 1934
MAPICS, INC.
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(Name of Issuer)
Shares of Common Stock, par value $.01 per share
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(Title of Class of Securities)
564910107
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(CUSIP NUMBER)
Fir Tree Partners
535 Fifth Avenue
31st Floor
New York, New York 10017
Tel. No.: (212) 599-0090
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
- with copies to -
Eliot D. Raffkind, P.C.
Akin, Gump, Strauss, Hauer & Feld, LLP
1700 Pacific Avenue, Suite 4100
Dallas, Texas 75201-4618
(214) 969-2800
November 9, 1999
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(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 box [ ].
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, as amended ("Act"), or otherwise subject to the
liabilities of that section of the Act, but shall be subject to all other
provisions of the Act.
<PAGE>
CUSIP No. 564910107 13D
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Fir Tree, Inc. d/b/a Fir Tree Partners
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF, WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 7 SOLE VOTING POWER 2,139,200
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 2,139,200
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,139,200
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.2%
14 TYPE OF REPORTING PERSON*
CO, IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
AMENDMENT NO. 2 TO SCHEDULE 13D
This Amendment No. 2 ("Amendment No. 2") to Schedule 13D is being
filed on behalf of Fir Tree, Inc., a New York corporation, doing business
as Fir Tree Partners ("Fir Tree Partners"), and Mr. Jeffrey Tannenbaum
("Mr. Tannenbaum"), the sole shareholder, executive officer, director, and
principal, as an amendment to the Statement on Schedule 13D,relating to
shares of common stock, par value $0.01 per share (the "Common Stock") of
Mapics, Inc. (the "Issuer"), as filed on February 8, 1999, and amended on
June 3, 1999 (the "Statement"). The Statement is hereby further amended
and supplemented as follows:
ITEM 4. PURPOSE OF THE TRANSACTION
Fir Tree Partners and Mr. Tannenbaum acquired shares of Common Stock
for portfolio investment purposes, and do not have any present plans or
proposals that relate to or would result in any change in the business,
policies, management, structure or capitalization of the Issuer, but Fir
Tree Partners and Mr. Tannenbaum reserve the right to consider or make such
plans and/or proposals in the future. Fir Tree Partners and Mr. Tannenbaum
reserve the right to acquire, or dispose of, additional securities of the
Issuer, in the ordinary course of business, to the extent deemed advisable
in light of its general investment and trading policies, market conditions
or other factors. Fir Tree Partners and Mr. Tannenbaum may contact the
Issuer and/or other shareholders or third parties regarding potential
strategies to increase shareholder value. In connection with such contacts
with the Issuer regarding potential strategies to increase shareholder
value, Fir Tree Value Fund, Fir Tree Institutional and Fir Tree LDC have
entered into a Confidentiality Agreement with the Issuer in order to gain
access to certain information that the Issuer considers confidential. Other
than as described above, neither Fir Tree Partners nor Mr. Tannenbaum has
present plans or proposals which would result in or relate to any matters
listed in subparagraphs (a) - (j) of Item 4 of the Special Instructions for
complying With Schedule 13D:
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of November 16, 1999, Fir Tree Partners and Mr. Tannenbaum
are beneficial owners of 2,139,200 shares of Common Stock of the Issuer or
12.2% of the shares outstanding. The 2,139,200 shares described above are
beneficially owned by Fir Tree Partners and Mr. Tannenbaum for the account
of the Fir Tree Value Fund, Fir Tree Institutional or Fir Tree LDC, as the
case may be.
The number of shares beneficially owned by Fir Tree Partners and Mr.
Tannenbaum and the percentage of outstanding shares represented thereby
have been computed in accordance with Rule 13d-3 under the Act. The
percentage of beneficial ownership of Fir Tree Partners and Mr. Tannenbaum
on November 16, 1999, is based on 17,590,523 outstanding shares of Common
Stock as of August 6, 1999, as reported in the Issuer's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1999.
(b) Fir Tree Partners and Mr. Tannenbaum for the account of each of
Fir Tree Value Fund, Fir Tree Institutional and Fir Tree LDC have the power
to vote and dispose of the shares of Common Stock held by each such entity.
(c) There have been no transactions in the Issuer's securities by Fir
Tree Partners since the last filing or during the last sixty days.
(d) Not Applicable.
(e) Not Applicable.
<PAGE>
Signature
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.
Dated: November 16, 1999
Fir Tree, Inc. d/b/a/ Fir Tree Partners
By:/S/JEFFREY TANNENBAUM
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JEFFREY TANNENBAUM, President
/S/JEFFREY TANNENBAUM
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Jeffrey Tannenbaum
