UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
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)*
AZTEC MANUFACTURING CO.
-----------------------
(Name of Issuer)
Common Stock, $0.01 Par Value
-----------------------------
(Title of Class of Securities)
054825104
--------------
(CUSIP Number)
January 11, 1999
-------------------------------------
(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 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 8 Pages
Exhibit Index: Page 8
<PAGE>
SCHEDULE 13G
CUSIP No. 054825104 Page 2 of 8 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
CAXTON INTERNATIONAL LIMITED
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
BRITISH VIRGIN ISLANDS
5 Sole Voting Power
Number of 0
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 0
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
0
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
0%
12 Type of Reporting Person*
CO
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 054825104 Page 3 of 8 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
BRUCE S. KOVNER (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
UNITED STATES
5 Sole Voting Power
Number of 0
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 0
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
0
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
0%
12 Type of Reporting Person*
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 8 Pages
Item 1(a) Name of Issuer:
Aztec Manufacturing Co. (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
400 N. Tarrant Road, P.O. Box 668, Crowley, TX 76036.
Item 2(a) Name of Person Filing:
This statement is filed on behalf of each of the following
persons (collectively, the "Reporting Persons"):
(i) Caxton International Limited ("Caxton International");
and
(ii) Mr. Bruce S. Kovner. Mr. Kovner is the Chairman and sole
shareholder of Caxton Corporation. Caxton Corporation is the Manager and
majority owner of Caxton Associates, L.L.C. Caxton Associates, L.L.C. is the
trading advisor to Caxton International and, as such, has voting and dispositive
power with respect to the investments made by Caxton International. As a result
of the foregoing, Mr. Kovner may be deemed to own beneficially the securities of
the Issuer owned by Caxton International, if any.
Item 2(b) Address of Principal Business Office or, if None, Residence:
(i) The address of Caxton International is c/o its Manager,
Leeds Management Services Ltd., 129 Front Street, Hamilton HM12, Bermuda.
(ii) The business address of Mr. Kovner is 667 Madison Avenue,
New York, NY 10021.
Item 2(c) Citizenship:
(i) Caxton International is a British Virgin Islands
corporation.
(ii) Mr. Kovner is a United States citizen.
Item 2(d) Title of Class of Securities:
Common Stock, $0.01 par value ("Common Stock").
Item 2(e) CUSIP Number:
054825104
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or
13d-2(b) or (c), Check Whether the Person Filing is a:
This Item 3 is not applicable.
<PAGE>
Page 5 of 8 Pages
Item 4. Ownership:
(a) Amount Beneficially Owned:
As of January 11, 1999, Caxton International no longer holds
any shares of Common Stock. Accordingly, each of Caxton International and Mr.
Kovner may be deemed to own beneficially no shares of Common Stock. (See
Response to Item 2(a)(ii).
(b) Percent of Class: Each of Caxton International and Mr.
Kovner beneficially owns 0% of the total number of shares of Common Stock
outstanding.
(c) Number of shares as to which Caxton International has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the dispostion of: 0
Number of shares as to which Mr. Kovner has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the dispostion of: 0
Item 5. Ownership of Five Percent or Less of a Class:
If this Statement is being filed to report the fact that as of
the date hereof each of the Reporting Persons has ceased to be the beneficial
owner of more than five percent of a class of securities, check the following:
[X]
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
This Item 6 is not applicable.
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.
<PAGE>
Page 6 of 8 Pages
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 of the Reporting Persons hereby
certifies that, to the best of his/its knowledge and belief, the securities
referred to above were not acquired and are not being 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 7 of 8 Pages
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: January 19, 1999 CAXTON INTERNATIONAL
By: /S/ MAXWELL QUIN
------------------------------
Maxwell Quin
Secretary
By: /S/ NITIN AGGARWAL
------------------------------
Nitin Aggarwal
President
Date: January 19, 1999 BRUCE S. KOVNER
By: /S/ PETER D'ANGELO
------------------------------
Peter D'Angelo
Attorney-in-Fact
<PAGE>
Page 8 of 8 Pages
EXHIBIT INDEX
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Exhibit I Joint Acquisition Statement (filed as Exhibit I to
the original Schedule 13G and incorporated herein by
reference)
