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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 7)*
MAXXAM INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
- --------------------------------------------------------------------------------
(Title of Class of Securities)
577913106
- --------------------------------------------------------------------------------
(CUSIP Number)
Cheryl Sorokin, Executive Vice President and Secretary
BankAmerica Corporation, Corporate Secretary's Office #13018
555 California Street, San Francisco, CA 94104
(415) 622-3530
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
November 21, 1997
- --------------------------------------------------------------------------------
Date of Event which Requires Filing of this Statment
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
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).
<PAGE>
- ----------------------- ---------------------
CUSIP NO. 577913106 SCHEDULE 13D PAGE 2 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bayview Holdings, Inc.
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
00
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEMS 2(d) or 2(e) [_]
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Delaware
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 0
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
480,900 shares (Includes shares held by The Robertson
OWNED BY Stephens Orphan Fund of which Robertson, Stephens &
Company Investment Management, L.P. and Bayview
EACH Investors, Ltd. are the general partners. Bayview
Holdings, Inc. is managing member of Robertson,
REPORTING Stephens & Company Private Equity Group, L.L.C. which
is general partner of Bayview Investors, Ltd. Includes
PERSON shares held by The Robertson Stephens Orphan Offshore
Fund, L.P. of which Robertson, Stephens & Company
WITH Investment Management, L.P. is the general partner.
Includes shares held by The Contrarian Fund of which
Robertson, Stephens & Company Investment Management,
L.P. is investment adviser. Includes shares held by
The Robertson Stephens Global Natural Resources Fund
of which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. Includes
shares held by The Robertson Stephens Partners Fund of
which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. Bayview
Holdings, Inc. is general partner of Robertson,
Stephens & Company Investment Management, L.P. See
Item 5.)
-----------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
- ------------------------------------------------------------------------------
SHARED DISPOSITIVE POWER
10
480,900
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
480,900
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
5.8%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
CO
- ------------------------------------------------------------------------------
*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>
- ----------------------- ---------------------
CUSIP NO. 577913106 SCHEDULE 13D PAGE 3 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robertson, Stephens & Company Investment Management, L.P.
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
00
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEMS 2(d) or 2(e) [_]
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
California
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 0
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
480,900 shares (Includes shares held by The Robertson
OWNED BY Stephens Orphan Fund of which Robertson, Stephens &
Company Investment Management, L.P. and Bayview
Investors, Ltd. are the general partners. Includes
EACH shares held by The Robertson Stephens Orphan Offshore
Fund, L.P. of which Robertson, Stephens & Company
REPORTING Investment Management, L.P. is the general partner.
Includes shares held by The Contrarian Fund of which
PERSON Robertson, Stephens & Company Investment Management,
L.P. is investment adviser. Includes shares held by
WITH The Robertson Stephens Global Natural Resources Fund
of which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. Includes
shares held by The Robertson Stephens Partners Fund of
which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. Bayview
Holdings, Inc. is general partner of Robertson,
Stephens & Company Investment Management, L.P. See
Item 5.)
-----------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
-----------------------------------------------------------
SHARED DISPOSITIVE POWER
10
480,900
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
480,900
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
5.8%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
IA
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
- ----------------------- ---------------------
CUSIP NO. 577913106 SCHEDULE 13D PAGE 4 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robertson Stephens Investment Management Co.
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
00
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEMS 2(d) or 2(e) [_]
N/A
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Delaware
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 0
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
480,900 shares (Includes shares held by The Robertson
OWNED BY Stephens Orphan Fund of which Robertson, Stephens &
Company Investment Management, L.P. and Bayview
EACH Investors, Ltd. are the general partners. Bayview
Holdings, Inc. is managing member of Robertson,
REPORTING Stephens & Company Private Equity Group, L.L.C. which
is general partner of Bayview Investors, Ltd. Includes
PERSON shares held by The Robertson Stephens Orphan Offshore
Fund, L.P. of which Robertson, Stephens & Company
WITH Investment Management, L.P. is the general partner.
Includes shares held by The Contrarian Fund of which
Robertson, Stephens & Company Investment Management,
L.P. is investment adviser. Includes shares held by
The Robertson Stephens Global Natural Resources Fund
of which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. Includes
shares held by The Robertson Stephens Partners Fund of
which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. Bayview
Holdings, Inc. is general partner of Robertson,
Stephens & Company Investment Management, L.P. See
Item 5.)
-----------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
- -----------------------------------------------------------
SHARED DISPOSITIVE POWER
10
480,900
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
480,900
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
5.8%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
CO
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
- ----------------------- ---------------------
CUSIP NO. 577913106 SCHEDULE 13D PAGE 5 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BankAmerica Corporation
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
00
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEMS 2(d) or 2(e) [_]
N/A
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Delaware
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 0
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
483,200 shares (Includes shares held by The Robertson
OWNED BY Stephens Orphan Fund of which Robertson, Stephens &
Company Investment Management, L.P. and Bayview
EACH Investors, Ltd. are the general partners. Bayview
Holdings, Inc. is managing member of Robertson,
REPORTING Stephens & Company Private Equity Group, L.L.C. which
is general partner of Bayview Investors, Ltd. Includes
PERSON shares held by The Robertson Stephens Orphan Offshore
Fund, L.P. of which Robertson, Stephens & Company
WITH Investment Management, L.P. is the general partner.
Includes shares held by The Contrarian Fund of which
Robertson, Stephens & Company Investment Management,
L.P. is investment adviser. Includes shares held by
The Robertson Stephens Global Natural Resources Fund
of which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. Includes
shares held by The Robertson Stephens Partners Fund of
which Robertson, Stephens & Company Investment
Management, L.P. is investment adviser. BankAmerica
Corporation wholly owns Robertson Stephens Investment
Management Co. which owns Bayview Holdings, Inc.
Bayview Holdings, Inc. is general partner of
Robertson, Stephens & Company Investment Management,
L.P. Includes shares held in Bank of America 401K Mid
Cap Stock Fund. See Item 5.)
-----------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
- -----------------------------------------------------------
SHARED DISPOSITIVE POWER
10
483,200
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
483,200
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
5.8%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
CO
- ------------------------------------------------------------------------------
*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>
CUSIP NO. 577913106 SCHEDULE 13D PAGE 6 OF 11 PAGES
Item 1: Security and Issuer.
-------------------
This Amended Schedule 13D is filed with respect to the Common Stock of
MAXXAM Inc. (the "Company"), 5847 San Felipe, Suite 2600, Houston, Texas 77057.
Item 2: Identity and Background.
-----------------------
The Amended Schedule 13D is filed on behalf of Bayview Holdings, Inc.
("Bayview Holdings"), Robertson, Stephens & Company Investment Management, L.P.
("Investment Adviser"), BankAmerica Corporation ("BAC"), and Robertson Stephens
Investment Management Co. ("Robertson Parent") ("Filing Parties").
This Amended Schedule 13D relates to the direct beneficial ownership in the
shares of the Company by The Contrarian Fund ("Contrarian"), The Robertson
Stephens Global Natural Resources Fund ("Natural Resources"), The Robertson
Stephens Orphan Fund ("Orphan"), The Robertson Stephens Orphan Offshore Fund,
L.P. ("Orphan Offshore"), The Robertson Stephens Partners Fund ("Partners") (the
"Funds"), and the indirect beneficial ownership of Bayview Investors, Ltd.
("Bayview"), Investment Adviser, Robertson, Stephens & Company Private Equity
Group, L.L.C. ("Private Equity Group"), Bayview Holdings, BAC and Robertson
Parent in the shares of the Company held by the Funds.
I. (a) Contrarian is a series of Robertson Stephens Investment Trust ("RSIT"),
a Massachusetts business trust. Its investment adviser is Investment
Adviser.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) registered investment company
II. (a) Natural Resources is a series of RSIT. The investment adviser of
Natural Resources is Investment Adviser.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) registered investment company
III. (a) Partners is a series of RSIT. The investment adviser of Partners is
Investment Adviser.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) registered investment company
<PAGE>
CUSIP NO. 577913106 SCHEDULE 13D PAGE 7 OF 11 PAGES
IV. (a) Orphan is a California limited partnership. Investment Adviser and
Bayview are the general partners.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) investments in securities
V. (a) Bayview is a California limited partnership and general partner of
Orphan.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) investments in securities
VI. (a) Orphan Offshore is a Cayman Islands limited partnership. Investment
Adviser is the general partner.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) investments in securities
VII. (a) Investment Adviser is a California limited partnership. It is
investment adviser to Contrarian, Natural Resources, and Partners and
general partner to Orphan and Orphan Offshore.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) registered investment advisor
VIII.(a) Bayview Holdings is a Delaware corporation. Bayview Holdings, a wholly
owned subsidiary of Robertson Parent, is the general partner of
Investment Adviser.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) holding company
<PAGE>
CUSIP NO. 577913106 SCHEDULE 13D PAGE 8 OF 11 PAGES
IX. (a) BAC is a Delaware corporation. It wholly owns Robertson Parent.
(b) Corporate Secretary's Office #13018
555 California Street
San Francisco, CA 94104
(principal office and principal place of business)
(c) bank holding company
X. (a) Robertson Parent is a Delaware corporation. It is wholly owned by
BAC. It owns Bayview Holdings.
(b) Corporate Secretary's Office #13018
555 California Street
San Francisco, CA 94104
(principal office and principal place of business)
(c) holding company
XI. (a) Private Equity Group is a Delaware limited liability company. It is
general partner of Bayview. Bayview Holdings is managing member of
Private Equity Group.
(b) 555 California Street, Suite 2600
San Francisco, CA 94104
(principal office and principal place of business)
(c) holding company
Certain information regarding the directors and executive officers of the
Filing Parties is set forth in Exhibit B attached hereto.
During the last five years, neither the entities mentioned above, nor, to
their best knowledge, any person named in Exhibit B attached hereto, has been
(a) convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (b) 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 violation with respect to such laws.
BAC incorporates by reference the material under Item 3, "Legal
Proceedings," in its Annual Report on Form 10-K for the year ended December 31,
1996, and the material in its Current Report on Form 8-K for May 5, 1997 (File
No. 1-7377).
Item 3: Source and Amount of Funds or Other Consideration:
-------------------------------------------------
The securities with respect to which this Amended Schedule 13D is filed
were purchased by the Funds using working capital contributed by their
respective partners.
<PAGE>
CUSIP NO. 577913106 SCHEDULE 13D PAGE 9 OF 11 PAGES
Item 4: Purpose of Transaction:
----------------------
The securities were purchased by the Funds in the ordinary course of
business and not with the intention nor effect of changing or influencing
control of the Company. The reporting persons may sell all or part or acquire
additional securities of the Company depending on market conditions and other
economic factors.
The filing of this statement shall not be construed as an admission that
BAC, Bayview Holdings or Robertson Parent is, for the purposes of Section 13(d),
or 13(g) of the Securities Exchange Act of 1934, as amended, the beneficial
owner of any securities covered by this statement.
Item 5: Interest in Securities of the Issuer.
------------------------------------
(a) (b) The aggregate number and percentage of the class of securities
identified pursuant to Item 1 of this Amended Schedule 13D that are beneficially
owned by the persons listed in Item 2 are as follows:
<TABLE>
<CAPTION>
No. of Shares
Name of Beneficially
Beneficial Owner (1) Owned Percentage of Class
- -------------------- ------------- -------------------
<S> <C> <C>
Contrarian 225,500 2.7%
Orphan 46,200 .6%
Bayview 46,200 .6%
Natural Resources 68,600 .8%
Partners 126,900 1.5%
Orphan Offshore 11,500 .1%
Investment Adviser 480,900 5.8%
Bayview Holdings 480,900 5.8%
BAC 483,200 5.8%
Robertson Parent 480,900 5.8%
Private Equity Group 46,200 .6%
</TABLE>
(1) As reflected in the cover pages, which are incorporated by reference,
certain of the reporting parties may be deemed to have beneficial ownership
of holdings of the Funds due to their management of portfolio investments
for the Funds, or due to their ownership of entities which provide such
management.
(c) The following transactions were effected during the past sixty days.
All transactions were executed on the American Stock Exchange:
<TABLE>
<CAPTION>
Entity Date Shares Price Transaction
- ------ ---- ------ ----- -----------
<S> <C> <C> <C> <C>
Contrarian 9/23/97 12,500 54.62 open market sale
Contrarian 9/24/97 300 54.44 open market sale
Contrarian 10/28/97 10,400 51.35 open market sale
Contrarian 10/29/97 10,300 53.03 open market sale
Contrarian 10/30/97 9,300 53.17 open market sale
</TABLE>
<PAGE>
CUSIP NO. 577913106 SCHEDULE 13D PAGE 10 OF 11 PAGES
<TABLE>
<S> <C> <C> <C> <C>
Contrarian 10/31/97 11,800 52.84 open market sale
Contrarian 11/4/97 2,200 53.31 open market sale
Contrarian 11/5/97 21,200 54.14 open market sale
Contrarian 11/7/97 2,100 53.18 open market sale
Contrarian 11/10/97 20,000 52.10 open market sale
Contrarian 11/21/97 8,500 48.99 open market sale
Contrarian 11/24/97 6,500 48.15 open market sale
Partners 10/20/97 3,400 53.38 open market sale
</TABLE>
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
---------------------------------------------------------------------
to Securities of the Issuer.
---------------------------
See Item 5.
Item 7. Material to Be Filed as Exhibits.
--------------------------------
Exhibit A - Joint Filing Agreement (previously filed)
Exhibit B - Directors and Executive Officers (or persons serving in
similar capacities) of the Filing Parties (previously
filed)
<PAGE>
CUSIP NO. 577913106 SCHEDULE 13D PAGE 11 OF 11 PAGES
Signature
- ---------
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: December 3, 1997
BAYVIEW HOLDINGS, INC.*
ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P., A
CALIFORNIA LIMITED PARTNERSHIP*
BANKAMERICA CORPORATION*
ROBERTSON STEPHENS INVESTMENT MANAGEMENT CO.*
*By: /s/ JEFFREY R. LAPIC
Jeffrey R. Lapic
Assistant General Counsel of
Bank of America National Trust and Savings Association
and Authorized Attorney-in-Fact
