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. 4)
MARVEL ENTERPRISES, INC.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
57383M108
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(CUSIP Number)
December 31, 1999
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(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)
CUSIP No. 57383M108 13G/A
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Value Partners, Ltd., 75-2291866
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
NUMBER OF 5 SOLE VOTING POWER 4,330,214
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0**
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER 4,330,214
REPORTING
PERSON WITH 8 SHARED DISPOSITIVE POWER 0**
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,330,214**
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.9%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT
**BUT SEE ITEM 4.
CUSIP No. 57383M108 13G/A
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Ewing & Partners, 75-2741747
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
NUMBER OF 5 SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0**
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER 0
REPORTING
PERSON 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*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT
**BUT SEE ITEM 4.
CUSIP No. 57383M108 13G/A
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Timothy G. Ewing
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 of America
NUMBER OF 5 SOLE VOTING POWER 1,990
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0**
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER 1,990
REPORTING
PERSON WITH 8 SHARED DISPOSITIVE POWER 0**
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,990**
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
**BUT SEE ITEM 4.
AMENDMENT NO. 4 TO SCHEDULE 13G
This Amendment No. 4 to Schedule 13G (this "Amendment") is being filed
on behalf of Value Partners, Ltd., a Texas limited partnership ("Value
Partners"), Ewing & Partners, a Texas general partnership ("Ewing &
Partners"), and Timothy G. Ewing, the managing general partner of Ewing &
Partners, as an amendment to the initial statement on Schedule 13G relating
to shares of common stock, par value $.01 per share (the "Common Stock"),
of Marvel Enterprises, Inc. (the "Company") as filed with the Securities
and Exchange Commission (the "Commission") on October 9, 1998 and as
amended from time to time since such date to the date hereof (the
"Statement").
1(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.
387 Park Avenue South
New York, New York 10016
ITEM 4 OWNERSHIP.
Item 4 of the Statement is hereby amended and restated in its
entirety to read as follows:
See Items 5 through 11 on page 2 for Value Partners, page 3 for
Ewing & Partners and page 4 for Mr. Ewing.
On November 1, 1999, Value Partners acquired 800,000 shares of
the Company's Preferred Stock ("Preferred Stock"). Additionally,
on April 5, 1999, July 1, 1999 and October 1, 1999, Value
Partners received 12,318, 12,565 and 12,816 shares of Preferred
Stock, respectively, as dividend payments. Consequently, as of
December 31, 1999, Value Partners directly held 1,453,646 shares
of Preferred Stock. Each share of Preferred Stock can be
exchanged, at any time, by the holder thereof, for 1.039 shares
of Common Stock. Also as of December 31, 1999, Value Partners
directly held 2,819,876 shares of Common Stock. Thus, Value
Partners beneficially owned 4,330,214 shares of Common Stock as
of December 31, 1999. Value Partners has the sole power to vote
and dispose of the 4,330,214 shares of Common Stock beneficially
owned by it. Ewing & Partners, as general partner of Value
Partners, may direct the vote and disposition of the 4,330,214
shares of Common Stock owned by Value Partners. Similarly, Mr.
Ewing, as managing general partner of Ewing & Partners, may
direct the vote and disposition of the 4,330,214 shares of Common
Stock owned by Value Partners.
Mr. Ewing has the sole power to vote and dispose of the 1,990
shares of Common Stock beneficially owned by him. Mr. Ewing does
not share the power to vote or to direct the vote of, or the
power to dispose or to direct the disposition of the 1,990 shares
of Common Stock owned by him.
EXHIBITS EXHIBIT 1
- -------- ---------
Joint Filing Agreement dated October 8, 1998 between Value
Partners, Ewing & Partners and Mr. Ewing (previously filed as
Exhibit 1 to the initial Schedule 13G and incorporated herein by
reference).
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.
Date: January 14, 2000
VALUE PARTNERS, LTD.
By: EWING & PARTNERS,
as General Partner
By: /S/ TIMOTHY G. EWING
----------------------------
Timothy G. Ewing,
as Managing Partner
EWING & PARTNERS
By: /S/ TIMOTHY G. EWING
-------------------------------
Timothy G. Ewing,
as Managing Partner
/S/ TIMOTHY G. EWING
----------------------------------
Timothy G. Ewing
