<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-
1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
(AMENDMENT NO. 4)(1)
CHRYSALIS INTERNATIONAL CORPORATION
-----------------------------------
(Name of Issuer)
COMMON STOCK
------------
(Title of Class of Securities)
171188 10 5
-----------
(CUSIP Number)
Marc Schneidman
BVF Partners L.P.
333 West Wacker Drive, Suite 1600
Chicago, Illinois 60606
(312) 263-7777
------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 16, 1998
-----------------
(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 / /.
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. SEE Rule 13d-1(a) for other parties to whom copies are to
be sent.
(Continued on following pages)
(Page 1 of 7 Pages)
- -----------
(1) 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 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 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>
CUSIP NO. 171188 10 5 13D Page 2 of 7 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
BIOTECHNOLOGY VALUE FUND, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/ (b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
7 SOLE VOTING POWER
-0-
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY
9 SOLE DISPOSITIVE POWER
EACH
-0-
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 171188 10 5 13D Page 3 of 7 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
BVF PARTNERS L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/ (b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
7 SOLE VOTING POWER
NUMBER OF -0-
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
-0-
OWNED BY EACH
REPORTING
PERSON WITH 9 SOLE DISPOSITIVE POWER
-0-
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 171188 10 5 13D Page 4 of 7 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
BVF INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /X/ (b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
7 SOLE VOTING POWER
-0-
NUMBER OF
8 SHARED VOTING POWER
SHARES
-0-
BENEFICIALLY
OWNED BY EACH
9 SOLE DISPOSITIVE POWER
REPORTING
-0-
PERSON WITH
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON*
IA, CO
* SEE INSTRUCTIONS BEFORE FILLING OUT!<PAGE>
<PAGE>
CUSIP NO. 171188 10 5 13D Page 5 of 7 Pages
Amendment No. 4 (the "Amendment") to the Statement on Schedule 13D,
dated March 19, 1997, as amended by Amendment No. 3, dated September 8, 1998,
as amended by Amendment No. 2, dated August 7, 1997, as amended by Amendment
No. 1, dated October 15, 1997 (as so amended, the "Statement"), filed with
the Securities and Exchange Commission on behalf of Biotechnology Value Fund,
L.P., a Delaware limited partnership ("BVF"), BVF Partners L.P., a Delaware
limited partnership ("Partners"), and BVF Inc., a Delaware corporation ("BVF
Inc." and, together with BVF and Partners, the "Reporting Persons") with
respect to the Common Stock, par value $0.01 (the "Stock"), of Chrysalis
International Corporation, a Delaware corporation ("Chrysalis").
Item 3 is hereby amended to read in its entirety as follows:
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Since October 16, 1998, Partners, in its capacity as general partner of
BVF, has sold on behalf of such limited partnership an aggregate number of
437,155 shares of the Stock for an aggregate consideration of $177,588.30. In
addition, partners, in its capacity as investment manager with respect to
certain managed accounts, has sold on behalf of such managed accounts an
aggregate number of 403,890 shares of the Stock for an aggregate
consideration of $164,044.82.
Item 5 is hereby amended to read in its entirety as follows:
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) BVF beneficially owns no shares of the Stock, Partners beneficially
owns no shares of the Stock, and BVF Inc. beneficially owns no shares of the
Stock.
(b) BVF, Partners and BVF Inc. share voting and dispositive power over
none of the Stock. The managed accounts on whose behalf Partners sold shares
of the Stock are Investment 10 L.L.C., an Illinois limited liability company
("ILL10"), Palamundo, L.D.C., a limited duration company organized under the
laws of the Cayman Islands ("Palamundo"), ZPG Securities, L.L.C., a New York
limited liability company ("ZPG") and Biotechnology Value Fund, Ltd., a
Cayman Islands Corporation ("BVF Ltd."). ILL10, Palamundo, ZPG and BVF Ltd.
are collectively referred to herein as the "Accounts." The Accounts
specialize in holding biotechnology stocks for investment purposes and the
business address of each is BVF Partners L.P., 333 West Wacker Drive, Suite
1600, Chicago, Illinois 60606.
(c) Exhibit B attached hereto contains information as to all transactions
in the Stock by the Reporting Persons in the sixty (60) days prior to the date
that the Reporting Persons ceased to be beneficial owners of more than five
percent of the Stock. All such transactions
<PAGE>
CUSIP NO. 171188 10 5 13D Page 6 of 7 Pages
were made for cash in open market, over-the-counter transactions. No other
transactions in the Stock have been effected by the Reporting Persons.
(d) The Accounts are entitled to receive dividends and any sale proceeds
with respect to the Stock in proportion to their respective ownership interests
therein.
(e) As of December 16, 1998, the Reporting Persons ceased to be the
beneficial owners of more than five percent of the Stock.
Item 7 is hereby amended to read in its entirety as follows:
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit A - Agreement Regarding Joint Filing
Exhibit B - Transactions in the Stock by the Reporting Persons during the
sixty (60) days prior to the date that the Reporting Persons ceased to be
beneficial owners of more than five percent of the Stock.
<PAGE>
CUSIP NO. 171188 10 5 13D Page 7 of 7 Pages
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: December 24, 1998
BIOTECHNOLOGY VALUE FUND, L.P.
By: BVF Partners L.P., its general partner
By: BVF Inc., its general partner
By: /s/ MARK N. LAMPERT
--------------------------
Mark N. Lampert
President
BVF PARTNERS L.P.
By: BVF Inc., its general partner
By: /s/ MARK N. LAMPERT
--------------------------
Mark N. Lampert
President
BVF INC.
By: /s/ MARK N. LAMPERT
--------------------------
Mark N. Lampert
President
<PAGE>
EXHIBIT A
AGREEMENT REGARDING JOINT FILING
The undersigned, Biotechnology Value Fund, L.P., a Delaware limited
partnership, and BVF Partners L.P., a Delaware limited partnership, and BVF
Inc., a Delaware corporation, hereby agree and acknowledge that the statement
containing the information required by Schedule 13D, to which this Agreement is
attached as an exhibit, is filed on behalf of each of them. The undersigned
further agree that any amendments or supplements thereto shall also be filed on
behalf of each of them.
Dated: December 24, 1998
BIOTECHNOLOGY VALUE FUND, L.P.
By: BVF Partners L.P., its general partner
By: BVF Inc., its general partner
By: /s/ MARK N. LAMPERT
--------------------------
Mark N. Lampert
President
BVF PARTNERS L.P.
By: BVF Inc., its general partner
By: /s/ MARK N. LAMPERT
--------------------------
Mark N. Lampert
President
BVF INC.
By: /s/ MARK N. LAMPERT
--------------------------
Mark N. Lampert
President
<PAGE>
EXHIBIT B
TRANSACTIONS IN THE STOCK BY THE REPORTING PERSONS
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------
For the Price per
Trade Date By Account of Quantity Share Type of Trade Broker
- ------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
12/16/98 BVF Partners (437,155) $0.4063 Sale VECT
- ------------------------------------------------------------------------------------------
12/16/98 ILL10 Partners (69,495) $0.4063 Sale VECT
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12/16/98 PAL Partners (36,495) $0.4063 Sale VECT
- ------------------------------------------------------------------------------------------
12/16/98 ZPG Partners (31,600) $0.4063 Sale VECT
- ------------------------------------------------------------------------------------------
12/16/98 BVF Ltd. Partners (266,300) $0.4063 Sale VECT
- ------------------------------------------------------------------------------------------
VECT = Vector Securities
</TABLE>
