UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
GREG MANNING AUCTIONS, INC.
(Name of Issuer)
Common Stock, $.01 per value
(Title of Class of Securities)
563 823 103
(CUSIP Number)
Jeffrey Eisenberg
Eisenberg Partners, L.L.C.
77 West Wacker Drive, Chicago, Illinois 60601 (312) 456-9500
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
May 26, 2000
(Date of Event which Requires Filing of this Statement)
Check the following box if a fee is being paid with the statement [ ]. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
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.
*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 ("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).
No Exhibits
<PAGE>
SCHEDULE 13D
CUSIP No. 563 823 103 Page ___ of ___ Pages
-----------
- --------------------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS S.S. OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
EISENBERG PARTNERS, L.L.C.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)/X/
(b)/X/
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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7 SOLE VOTING POWER
NUMBER OF SHARES 492,000
BENEFICIALLY -------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING -------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 492,000
-------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
492,000
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* / /
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.99%
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14 TYPE OF REPORTING PERSON*
00
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER
The class of equity securities to which this Statement relates is the Common
Stock, par value $0.01 per share (the "Common Stock") of Greg Manning Auctions,
Inc. (the "Company"). The principal executive offices of the Company are located
at 775 Passaic Avenue, West Caldwell, New Jersey 07006.
ITEM 2. IDENTITY AND BACKGROUND
(a) This Statement is filed by Eisenberg Partners, L.L.C., manager or
investment manager of the following entities: EP Opportunity Fund,
L.L.C., EP Opportunity Fund International, Ltd., EP .com Fund, L.L.C.
and EP .com Fund International, Ltd.
(b) The business address of the above entities is 77 W. Wacker Drive,
Chicago, Illinois 60601.
(c) The entities are engaged primarily in the business of investment
management.
(d) None of the entities, nor any executive officer, director or manager of
such entity or of Eisenberg Partners, L.L.C., has been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors) during the past five years.
(e) None of the entities, nor any executive officer, director or manager of
such entity or of Eisenberg Partners, L.L.C., has been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, Federal or State
securities laws or finding any violations with respect to such laws
during the past five years.
(f) Eisenberg Partners, L.L.C., EP Opportunity Fund, L.L.C. and EP .com
Fund, L.L.C. were organized in Delaware. EP Opportunity Fund
International, Ltd. and EP .com Fund International, Ltd. are
corporations organized under the laws of the Cayman Islands.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The source of the funds used to acquired the Common Stock was working capital of
the respective entities.
ITEM 4. PURPOSE OF TRANSACTION
Each of the entities acquired their shares of Common Stock for the purposes of
investment. None of the entities nor Eisenberg Partners, L.L.C. presently has
any definitive plans or proposals regarding an extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
Company or a sale or transfer of a material amount of assets of the Company.
Each entity reserves the right to acquire additional shares of Common Stock, to
dispose of shares of Common Stock or to formulate other purposes, plans or
proposals deemed advisable regarding the Company.
<PAGE>
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) and (b) According to the Company's Form 10-Q, filed with the SEC on
May 15, 2000, there were a total of 9,855,059 shares of Common
Stock outstanding on May 8, 2000. As of the date hereof,
Eisenberg Partners, L.L.C., as the Manager of EP Opportunity
Fund, L.L.C. and EP .com Fund, L.L.C. and the Investment
Manager of EP Opportunity Fund International, Ltd. and EP .com
Fund International, Ltd., had the sole power to vote and
dispose of 492,000 shares of Common Stock, representing 4.99%
of the total Common Stock outstanding at such date.
(c) Transactions since the last Schedule 13D was filed were as
follows:
<TABLE>
<CAPTION>
Number of Price per
--------- ---------
Purchaser Date of Transaction Shares Share
--------- ------------------- ------ -----
<S> <C> <C> <C>
EP Opportunity Fund, L.L.C. 5/19/00 7,600 $12.9375
5/19/00 900 13.125
5/22/00 6,800 12.7361
5/23/00 9,000 12.8896
5/25/00 5,000 13.1875
EP Opportunity Fund International, Ltd.
5/19/00 550 12.9375
5/19/00 70 13.125
5/22/00 500 12.7361
EP .com Fund, L.L.C. 5/19/00 1,400 12.9375
5/19/00 180 13.125
5/22/00 1,300 12.7361
EP .com Fund International, Ltd.
4/18/00 9,500 10.8572
5/19/00 450 12.9375
5/19/00 50 13.125
5/22/00 400 12.7361
</TABLE>
All sales were made in the open market.
(d) Not applicable.
(e) On May 25, 2000, Eisenberg Partners, L.L.C. ceased to be the
beneficial owner of more than five percent of the Common Stock
of the Company.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None
<PAGE>
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, correct and
complete.
EISENBERG PARTNERS, L.L.C.
May 26, 2000 /s/ Jeffrey Eisenberg
- ----------------------------- ------------------------------------
Date By: Jeffrey Eisenberg
Manager
