<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(AMENDMENT NO. 1) *
3D SYSTEMS CORPORATION
(Name of Issuer)
COMMON STOCK, $.001 PAR VALUE PER SHARE
(Title of Class of Securities)
88554D205
(CUSIP Number)
Kevin S. Moore
President
The Clark Estates, Inc.
Thirty-First Floor
One Rockefeller Plaza
New York, New York 10020
Tel. No.: (212) 977-6900
With a copy to:
Robin L. Spear, Esq.
Winthrop, Stimson, Putnam & Roberts
One Battery Park Plaza
New York, New York 10004-1490
(212) 858-1000
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
February 23, 2000
(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 that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box: [ ]
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).
<PAGE> 2
AMENDMENT NO. 1
TO
SCHEDULE 13D
<TABLE>
<CAPTION>
=============================================================================================================================
CUSIP NO. 88554D205
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C>
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
THE CLARK ESTATES, INC.
13-5524538
- -----------------------------------------------------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
- -----------------------------------------------------------------------------------------------------------------------------
3 SEC USE ONLY
- -----------------------------------------------------------------------------------------------------------------------------
4 SOURCE OF FUNDS
NOT APPLICABLE
- -----------------------------------------------------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e) [ ]
- -----------------------------------------------------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
- -----------------------------------------------------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
SHARES 690,872
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
-----------------------------------------------------------------------------------------------------------
8 SHARED VOTING POWER
0
-----------------------------------------------------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
690,872
-----------------------------------------------------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
- -----------------------------------------------------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
690,872
- -----------------------------------------------------------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
- -----------------------------------------------------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.0%
- -----------------------------------------------------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
=============================================================================================================================
</TABLE>
<PAGE> 3
AMENDMENT NO. 1
TO
SCHEDULE 13D
The items identified below, or the particular paragraph of such items
which are identified below, are amended to add the information as set forth
below. Capitalized terms not otherwise defined have the meanings ascribed to
them in the original Schedule 13D.
Item 2. Identity and Background.
(a)-(c) This Statement is being filed by The Clark Estates, Inc. (the
"Reporting Person").
The Reporting Person is a New York corporation principally engaged in
the business of providing management and administrative services for certain
institutional, corporate, individual and trust accounts affiliated with the
Clark family. The principal business and principal office address of the
Reporting Person is Thirty-First Floor, One Rockefeller Plaza, New York, New
York 10020.
Schedule I is amended as provided in the attached Schedule I.
Item 4. Purpose of Transaction.
Kevin S. Moore, President and a director of the Reporting Person, was
elected as a member of the Board of Directors of the Company on October 20,
1999. All of the shares of Common Stock have been acquired for investment
purposes. The Reporting Person currently does not have any plans or proposals of
the type set forth in Paragraphs (a) through (j) of Item 4 of Schedule 13D,
except that the Reporting Person may acquire additional shares of Common Stock
in open market transactions for investment purposes. Any decision of the
Reporting Person either to purchase additional shares of Common Stock or to
dispose of any of such shares
<PAGE> 4
will take into account various factors, including general economic conditions
and money and stock market conditions.
Item 5. Interest in Securities of the Issuer.
(a) The 690,872 shares of Common Stock beneficially owned by
the Reporting Person constitute 6.0% of the outstanding shares of Common Stock
(based upon an aggregate of 11,433,000 outstanding shares of Common Stock as of
December 31, 1999, as reported in the Company's Current Report on Form 8-K with
respect to events dating from September 9, 1999 and filed on February 23, 2000
(the "8-K")).
(c) All transactions in the Common Stock which were effected
by the Reporting Person since December 8, 1999 are as set forth below. All such
transactions were open market transactions.
<TABLE>
<CAPTION>
Date Number of Shares Purchased Per Share Purchase Price
---- -------------------------- ------------------------
<S> <C> <C> <C>
12/8/99 10,000 $7.47500
12/9/99 11,000 7.62500
12/20/99 4,500 7.37500
</TABLE>
In addition, the number of outstanding shares of Common Stock has decreased as
reflected in the Form 8-K and, consequently, the percentage of shares of Common
Stock owned by the Reporting Person increased accordingly.
2
<PAGE> 5
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.
March 9, 2000
- -------------
Date
/s/ Kevin S. Moore
- ---------------------------------
Signature
Kevin S. Moore
President
The Clark Estates, Inc.
- -----------------------
Name/Title
3
<PAGE> 6
SCHEDULE I
Directors and Executive Officers of
The Clark Estates, Inc.
-------------------------------------
Principal Occupation, and
Name, Principal Business and
Name Address of Employer
---- -------------------
Jane Forbes Clark Chairman and Director
The Clark Estates, Inc.
Management Services
One Rockefeller Plaza
Thirty-First Floor
New York, NY 10020
Kevin S. Moore President and Director
The Clark Estates, Inc.
Management Services
One Rockefeller Plaza
Thirty-First Floor
New York, NY 10020
Anne L. Peretz Director
The Clark Estates, Inc.
Management Services
One Rockefeller Plaza
Thirty-First Floor
New York, NY 10020
Eric L. Straus Senior Vice President and Director
The Clark Estates, Inc.
Management Services
One Rockefeller Plaza
Thirty-First Floor
New York, NY 10020
Marshall F. Wallach Director, The Clark Estates, Inc.
President
The Wallach Corporation
Investment Banking
1401 17th Street
Suite 750
Denver, CO 80202
4
<PAGE> 7
Richard C. Vanison Vice President and Treasurer
The Clark Estates, Inc.
Management Services
One Rockefeller Plaza
Thirty-First Floor
New York, NY 10020
William T. Burdick Secretary
The Clark Estates, Inc.
Management Services
One Rockefeller Plaza
Thirty-First Floor
New York, NY 10020
All of the executive officers and directors of the Clark Estates, Inc. are
United States citizens.
5
