SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c)
and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b)
(Amendment No. 1)
MARTEK BIOSCIENCES CORP.
(Name of Issuer)
Common Stock, par value $.10 per share
(Title of Class of Securities)
572901106
(CUSIP Number)
February 14, 2000
(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 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 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).
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CUSIP No. 572901106 13G Page 2 of 6 Pages
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1. Names of Reporting Persons.
I.R.S. Identification No. Of Above Persons (entities only)
George Weaver Haywood
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2. Check the Appropriate Box if a Member of a Group*
(a) [ ]
(b) [ ]
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3. SEC Use Only
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4. Citizenship or Place of Organization
U.S.A.
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Number of Shares Beneficially Owned by Each Reporting Person With
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5. Sole Voting Power 1,255,077(1)
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6. Shared Voting Power 66,000(2)
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7. Sole Dispositive Power 1,255,077(1)
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8. Shared Dispositive Power 66,000(2)
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,321,077
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10. Check box if the Aggregate Amount in Row (9) Excludes Certain Shares* [ ]
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11. Percent of Class Represented By Amount in Row 9
8.0
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12. Type of Reporting Person*
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT
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(1) Includes warrants to purchase 99,677 shares.
(2) Includes 40,000 shares owned by wife and 26,000 shares owned jointly
with mother.
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Item 1(a) Name of Issuer:
Martek Biosciences Corp.
Item 1(b) Address of Issuer's Principal Executive Offices:
6480 Dobbin Road, Columbia, Maryland 21045
Item 2(a) Name of Person Filing:
George Weaver Haywood
Item 2(b) Address of Principal Business Office or, if none, Residence:
642 Second Street, Brooklyn, New York 11215
Item 2(c) Citizenship:
U.S.A.
Item 2(d) Title of Class of Securities:
Common Stock, par value .10 per share
Item 2(e) CUSIP Number
572901106
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c) , check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Exchange
Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [ ] Insurance company as defined in Section 3(a)(19)
of the Exchange Act.
(d) [ ] Investment company registered under Section 8 of
the Investment Company Act.
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule13d- 1(b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in
accordance with Rule13d- 1(b)(1)(ii)(G).
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(h) [ ] A savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act.
(i) [ ] A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the
Investment Company Act.
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. [X]
Item 4. Ownership.
(a) Amount Beneficially Owned: 1,321,077
(b) Percent of Class: 8.0
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 1,255,077
(ii) Shared power to vote or to direct vote: 66,000(2)
(iii) Sole power to dispose or to direct the disposition
of: 1,255,077(1)
(iv) Shared power to dispose or to direct the disposition
of: 66,000(2)
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(1) Includes warrants to purchase 99,677 shares.
(2) Includes 40,000 shares owned by spouse and 26,000 shares owned jointly
with mother.
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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.
Included as shares for which there exist sole voting and
dispositive power are 42,100 shares owned by Mr. Haywood's minor children,
which children have the right to receipt of dividends from, and proceeds from
the sale of, such shares.
Included as shares for which there exist shared voting and
dispositive power are 40,000 shares owned by Mr. Haywood's spouse, which
spouse would have the right to the receipt of dividends from, and proceeds for
the sale of, such shares.
Also included as shares for which there exist shared voting
and dispositive power are 26,000 shares owned jointly by Mr. Haywood and his
mother; accordingly Mr. Haywood's mother would have the joint right to the
receipt of dividend from, and the proceeds from the sale of, such shares.
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.
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Item 10. Certification.
By signing below I certify that, to the best of my 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.
SIGNATURE
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.
February 14, 2000
-----------------------------------
(Date)
/s/ George Weaver Haywood
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(Signature)
George Weaver Haywood
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(Name/Title)
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS(SEE 18 U.S.C. 1001).
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