SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________
SCHEDULE 13D/A
(RULE 13D-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13D-2(A)
(AMENDMENT NO. 3)
MAPICS, INC.
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(Name of Issuer)
SHARES OF COMMON STOCK, PAR VALUE $0.01 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
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
1700 Pacific Avenue, Suite 4100
Dallas, Texas 75201-4618
(214) 969-2800
JANUARY 20, 2000
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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 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 / /.
CUSIP No. 564910107 13D/A
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 - 13-3466655
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A (a) / /
GROUP* (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
Delaware
NUMBER 7 SOLE VOTING POWER 1,682,700
OF
SHARES 8 SHARED VOTING POWER 0
BENEFICIALLY
OWNED BY 9 SOLE DISPOSITIVE POWER 1,682,700
EACH
REPORTING 10 SHARED DISPOSITIVE POWER 0
PERSON WITH
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,682,700
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) / /
EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.6%
14 TYPE OF REPORTING PERSON*
CO, IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
AMENDMENT NO. 3 TO SCHEDULE 13D
This Amendment No. 3 ("Amendment No. 3") 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 from
time to time (the "Statement"). The Statement is hereby further amended
and supplemented as follows:
ITEM 3. SOURCE AND AMOUNT OF FUNDS
As of March 17, 2000, Fir Tree Partners had invested (i)
$10,719,276 in shares of Common Stock through Fir Tree Value Fund, (ii)
$3,958,494 in shares of Common Stock through Fir Tree Institutional and
(iii) $1,446,803 in shares of Common Stock through Fir Tree LDC, all as
described in Item 5 below. The source of these funds was the working
capital of each of Fir Tree Value Fund, Fir Tree Institutional and Fir Tree
LDC, as the case may be.
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 may contact the Issuer, other
shareholders and/or third parties regarding potential strategies to
increase shareholder value. Other than as described above, neither Fir
Tree Partners nor Mr. Tannenbaum has present plans or proposals that 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 March 17, 2000, Fir Tree Partners and Mr. Tannenbaum are
beneficial owners of 1,682,700 shares of Common Stock of the Issuer or
9.6% of the shares outstanding. The 1,682,700 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 March 17, 2000, is based on 17,586,611 outstanding shares of Common
Stock as of December 1, 1999, as reported in the Issuer's Annual Report on
Form 10-K405 for the fiscal year ended December 31, 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) The transactions in the Issuer's securities by Fir Tree Partners
for the prior 60 days are as follows:
TRANSACTION BUY/ QUANTITY PRICE PER
DATE SELL (SHARES) SHARE ($)
---- ---- -------- ---------
1/12/2000 Sell 2,500 15.1250
1/19/2000 Sell 25,000 15.2250
1/20/2000 Sell 25,000 15.9375
1/20/2000 Sell 25,000 15.8750
2/10/2000 Sell 200,000 16.0625
3/1/2000 Sell 35,000 15.8750
3/3/2000 Sell 45,000 16.5000
3/3/2000 Sell 25,000 16.6000
3/6/2000 Sell 100 16.9688
3/8/2000 Sell 10,400 17.1478
3/8/2000 Sell 36,000 16.8993
3/9/2000 Sell 2,500 17.3750
3/10/2000 Sell 25,000 17.5000
(d) Not Applicable.
(e) Not Applicable.
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: March 17, 2000 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
