UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
GLIATECH, INC.
---------------------------------
(Name of Issuer)
Common Stock, $0.01 Par Value
---------------------------------
(Title of Class of Securities)
37929C103
---------------
(CUSIP Number)
October 31, 1998
---------------------------------------
(Date of Event which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X ] 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 disclosure
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 ("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).
Continued on following page(s)
Page 1 of 10 Pages
Exhibit Index: Page 9
<PAGE>
SCHEDULE 13G
CUSIP No. 37929C103 Page 2 of 10 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
SHAKER INVESTMENTS MANAGEMENT, L.P.
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
OHIO
5 Sole Voting Power
Number of 359,230
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 359,230
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
359,230
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
3.6%
12 Type of Reporting Person*
IA; PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 37929C103 Page 3 of 10 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
SHAKER INVESTMENTS, INC.
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
3 SEC Use Only
4 Citizenship or Place of Organization
OHIO
5 Sole Voting Power
Number of 359,230
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 1,191,207
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,191,207
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
12%
12 Type of Reporting Person*
IA; CO
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 10 Pages
Item 1(a) Name of Issuer:
Gliatech, Inc. (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
23420 Commerce Park Road, Cleveland, Ohio 44122.
Item 2(a) Name of Person Filing:
This statement is filed on behalf of each of the following
persons (collectively the "Reporting Person"):
(i) Shaker Investments Management, L.P. ("Shaker
Management") and
(ii) Shaker Investments, Inc. ("Shaker Investments")
Item 2(b) Address of Principal Business Office or, if None, Residence:
(1) The address and principal business office of Shaker
Management is 801 Tower East, 20600 Chagrin Boulevard,
Cleveland, Ohio 44127.
(2) The address and principal business office of Shaker
Investments is 801 Tower East, 20600 Chagrin Boulevard,
Cleveland, Ohio 44127.
Item 2(c) Citizenship:
(1) Shaker Management is an Ohio limited partnership.
(2) Shaker Investments is an Ohio corporation.
<PAGE>
Page 5 of 10 Pages
Item 2(d) Title of Class of Securities:
Common Stock, $0.01 par value (the "Shares").
Item 2(e) CUSIP Number:
37929C103
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person filing is a:
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
(i) As of October 31, 1998, Shaker Management may be deemed
to be the beneficial owner of 359,230 Shares held for
the account of 2 private investment funds for which
Shaker Management acts as the investment advisor.
(ii) As of October 31, 1998, Shaker Investments may be
deemed to be the beneficial owner of 1,191,207 Shares
held for the account of 2 private investment funds and
various managed accounts for which Shaker Investments
acts as the investment advisor.
Item 4(b) Percent of Class:
(i) The number of Shares of which Shaker Management may be
deemed to be the beneficial owner constitutes
approximately 3.6% of the total number of shares
outstanding.
(ii) The number of Shares of which Shaker Investments may be
deemed to be the beneficial owner constitutes
approximately 12.0% of the total number of shares
outstanding.
<PAGE>
Page 6 of 10 Pages
Item 4(c) Number of shares as to which such person has:
<TABLE>
<CAPTION>
Shaker Management Shaker Investments
----------------- ------------------
<S> <C> <C>
(i) Sole power to vote or to direct the vote: 359,230 359,230
(ii) Shared power to vote or to direct the vote: 0 0
(iii) Sole power to dispose or to direct the
disposition of: 359,230 1,191,207
(iv) Shared power to dispose or to direct the
disposition of: 0 0
</TABLE>
<PAGE>
Page 7 of 10 Pages
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
(i) The shareholders or partners of each of the two funds
for which Shaker Management acts as investment advisor,
have the right to participate in the receipt of
dividends from, or proceeds from the sale of, the
Shares, held by the respective funds or managed
accounts in accordance with their ownership interests
in the funds.
(ii) The shareholders, partners or principals of each of the
two funds, and the managed accounts for which Shaker
Investments acts as investment advisor, have the right
to participate in the receipt of dividends from, or
proceeds from the sale of, the Shares, held by the
respective funds or managed accounts in accordance with
their ownership interests in the funds or managed
accounts.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below each signatory certifies that, to the best of
his/its knowledge and belief, the securities referred to above 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>
Page 8 of 10 Pages
SIGNATURES
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.
Date: November 23, 1998 SHAKER INVESTMENTS MANAGEMENT, L.P.
By: Shaker Investments Management, LLC
Its General Partner
By: /S/ David Webb
------------------------------
Managing Member
Date: November 23, 1998 SHAKER INVESTMENTS, INC.
By: /S/ David Webb
------------------------------
<PAGE>
Page 9 of 10 Pages
EXHIBIT INDEX
Page No.
--------
A. Joint Filing Agreement dated November 10, 1998 by
and among Shaker Investments Management, L.P. and
Shaker Investments, Inc........................... 10
Page 10 of 10 Pages
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G with
respect to the Common Stock of Gliatech, Inc. dated as of November 10, 1998 is,
and any amendments thereto (including amendments on Schedule 13G) signed by each
of the undersigned shall be, filed on behalf of each of us pursuant to and in
accordance with the provisions of Rule 13d-1(f) under the Securities Exchange
Act of 1934.
Date: November 10, 1998 SHAKER INVESTMENTS MANAGEMENT, L.P.
By: Shaker Investments Management, LLC
Its General Partner
By: /S/ David Webb
------------------------------
Managing Member
SHAKER INVESTMENTS, INC.
By: /S/ David Webb
------------------------------
