-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EEaPiPvDAL4sXfAuxfPYQ3IyoVKM6taVzTVBOnkuoBR4jKURwf5YtLiGkW3Nh7Ge oenkGQutSla7FCWwqFT2HA== 0000732712-00-000002.txt : 20000317 0000732712-00-000002.hdr.sgml : 20000317 ACCESSION NUMBER: 0000732712-00-000002 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000316 GROUP MEMBERS: BELL ATLANTIC CORP GROUP MEMBERS: BELL ATLANTIC CORPORATION GROUP MEMBERS: BELL ATLANTIC INVESTMENTS, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: METROMEDIA FIBER NETWORK INC CENTRAL INDEX KEY: 0001043533 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 113168327 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-52465 FILM NUMBER: 571550 BUSINESS ADDRESS: STREET 1: C/O METROMEDIA FIBER NETWORK SER INC STREET 2: 1 NORTH LEXINGTON AVE CITY: WHITE PLAINS STATE: NY ZIP: 10601 BUSINESS PHONE: 9144216700 MAIL ADDRESS: STREET 1: C/O METROMEDIA FIBER NETWORK SER INC STREET 2: 1 NORTH LEXINGTON AVE CITY: WHITE PLAINS STATE: NY ZIP: 10601 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL FIBER NETWORK INC DATE OF NAME CHANGE: 19970806 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BELL ATLANTIC CORP CENTRAL INDEX KEY: 0000732712 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 232259884 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1095 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2123952121 MAIL ADDRESS: STREET 1: 1717 ARCH ST 47TH FL STREET 2: 1717 ARCH ST 47TH FL CITY: PHILADELPHIA STATE: PA ZIP: 19103 SC 13G 1 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. __________)1 Metromedia Fiber Network, Inc. ______________________________________ (Name Of Issuer) Class A Common Stock, par value $0.01 per share ______________________________________ (Title of Class of Securities) 591689104 _______________________________________ (CUSIP Number) March 6, 2000 _______________________________________ (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) _________________________ 1 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 in 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). CUSIP No. 591689104 13G Page 2 of 8 pages 1 NAME OF REPORTING PERSON SS. OR IRS IDENTIFICATION NO. OF ABOVE PERSON Bell Atlantic Corporation #23-2259884 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) (B) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF SHARES 0 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 25,558,109 shares of Class A Common Stock 7 SOLE DISPOSITIVE POWER EACH REPORTING 0 8 SHARED DISPOSITIVE POWER PERSON WITH 25,558,109 shares of Class A Common Stock 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,558,109 shares of Class A Common Stock 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.468% of the aggregate of the Issuer's Class A Common Stock and Class B common Stock, par value $0.01 per share, which is freely convertible into shares of Class A Common Stock at a rate of one share of Class A Common Stock for each share of Class B Common Stock. 12 TYPE OF REPORTING PERSON* HC CUSIP No. 591689104 13G Page 3 of 8 pages 1 NAME OF REPORTING PERSON SS. OR IRS IDENTIFICATION NO. OF ABOVE PERSON Bell Atlantic Investments, Inc. #943219054 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) (B) /X/ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF SHARES 0 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 25,558,109 shares of Class A Common Stock 7 SOLE DISPOSITIVE POWER EACH REPORTING 0 8 SHARED DISPOSITIVE POWER PERSON WITH 25,558,109 shares of Class A Common Stock 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,558,109 shares of Class A Common Stock 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.468% of the aggregate of the Issuer's Class A Common Stock and Class B Common Stock, par value $0.01 per share, which is freely convertible into shares of Class A Common Stock at a rate of one share of Class A Common Stock for each share of Class B Common Stock 12 TYPE OF REPORTING PERSON* HC Item 1. (a) Name of Issuer Metromedia Fiber Network, Inc. (b) Address of Issuer's Principal Executive Offices One North Lexington Avenue White Plains, New York 10601 Item 2. (a) Name of Persons Filing Bell Atlantic Corporation ("Bell Atlantic") Bell Atlantic Investments, Inc. ("BAI") (b) Address of Principal Business Office or, if none, Residence Bell Atlantic 1095 Avenue of the Americas New York, New York 10036 BAI 3900 Washington Street Wilmington, Delaware 19802 (c) Citizenship Each of Bell Atlantic and BAI is incorporated under the laws of the State of Delaware. (d) Title of Class of Securities Class A Common Stock, par value $0.01 per share (e) CUSIP Number 591689104 Page 4 of 8 pages Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) / / Broker or Dealer registered under Section 15 of the Exchange Act (b) / / Bank as defined in Section 3(a)(6) of the Exchange Act (c) / / Insurance Company as defined in Section 3(a)(19) of the Exchange Act (d) / / Investment Company registered under Section 8 of the Investment Company Act (e) / / Investment Adviser in accordance with Rule 13d- 1(b)(l)(ii)(E) (f) / / Employee Benefit Plan or Endowment Fund in accordance with 13d-1(b)(1)(ii)(F) (g) / / Parent Holding Company or Control Person in accordance with Rule 13d-1(b)(1)(ii)(G) (h) / / Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act (i) / / Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (j) / / Group, in accordance with Rule 13d.1(b)(1)(ii)(J) Item 4. Ownership (a) Amount Beneficially Owned: 25,558,109 shares of Class A Common Stock (b) Percent of Class: 9.468% of the aggregate of the Issuer's Class A Common Stock and Class B Common Stock, par value $0.01 pr share, which is freely convertible into shares of Class A Common Stock at the rate of one share of Class A Common Stock for each share of Class B Common Stock. (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: 25,558,109 Page 5 of 8 pages (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: 25,558,109 BAI is a direct wholly owned subsidiary of Bell Atlantic and is the direct beneficial owner of 25,558,109 shares of Class A Common Stock, $0.01 par value per share, of the Issuer. By virtue of their relationships, Bell Atlantic and BAI may be deemed to have shared power to vote and dispose of or to direct the vote and disposition of these shares. BAI also is the direct beneficial owner of $975,281,000 aggregate principal amount of the Issuer's 6.15% Convertible Subordinated Notes due 2010, which are convertible in to shares of Class A Common Stock upon the satisfaction of certain conditions, which have not been satisfied. Item 5. Ownership of Five Percent or Less of a Class: Not Applicable. Item 6. Ownership of More Than Five Percent on Behalf of Another Person: Not Applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported On by the Parent Holding Company: See Item 4. Item 8. Identification and Classification of Members of the Group: See Item 4. Item 9. Notice of Dissolution of Group: Not Applicable. Item 10. Certifications: By signing below each of the undersigned certifies that, to the best of his or her knowledge and belief, the securities referred to above were not acquired and are not 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 6 of 8 pages SIGNATURES 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 15, 2000 BELL ATLANTIC CORPORATION /s/ Phillip M. Huston, Jr. Signature Phillip M. Huston, Jr. Corporate Secretary (Acting) Name/Title BELL ATLANTIC INVESTMENTS, INC. /s/ Janet M. Garrity Signature Janet M. Garrity President and Treasurer Name/Title Page 7 of 8 pages EXHIBIT A AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G The undersigned hereby agree and consent to the joint filing on their behalf of this Schedule 13G. March 15, 2000 BELL ATLANTIC CORPORATION /s/ Phillip M. Huston, Jr. Signature Phillip M. Huston, Jr. Corporate Secretary (Acting) Name/Title BELL ATLANTIC INVESTMENTS, INC. /s/ Janet M. Garrity Signature Janet M. Garrity President and Treasurer Name/Title Page 8 of 8 pages -----END PRIVACY-ENHANCED MESSAGE-----