-----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, UyDpTuYgcOWoB7gIWdsLoztiB5CJ1zGfLLWsT1o/O/RBsqow5m0jd2kLMK7TyVH6 wAgz1QNb/lpDuuwXqEg7Xw== 0000225602-99-000003.txt : 19990203 0000225602-99-000003.hdr.sgml : 19990203 ACCESSION NUMBER: 0000225602-99-000003 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990202 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MERCURY COMPUTER SYSTEMS INC CENTRAL INDEX KEY: 0001049521 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 042741391 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-52823 FILM NUMBER: 99518834 BUSINESS ADDRESS: STREET 1: 199 RIVERNECK RD CITY: CHELMSFORD STATE: MA ZIP: 01824 BUSINESS PHONE: 9782561300 MAIL ADDRESS: STREET 1: 199 RIVERNECK ROAD CITY: CHELMSFORD STATE: MA ZIP: 01824 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MASSACHUSETTS MUTUAL LIFE INSURANCE CO CENTRAL INDEX KEY: 0000225602 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 041590850 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1295 STATE ST B050 CITY: SPRINGFIELD STATE: MA ZIP: 01111 BUSINESS PHONE: 4137448411 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* Mercury Computer Systems Inc ________________________________________________________________________ (Name of Issuer) Common ________________________________________________________________________ (Title of Class of Securities) 589378108 ________________________________________________________________________ (CUSIP Number) Check the following box if a fee is being paid with this statement [ ] . (A fee is not required only if the filing 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.) *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. 589378108 13G Page 1 of 2 Pages ________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Massachusetts Mutual Life Insurance Company 04-1590850 _________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (A) _______ (B) __x____ _________________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________________ 4 CITIZENSHIP OF PLACE OF ORGANIZATION Commonwealth of Massachusetts _________________________________________________________________________ 5 SOLE VOTING POWER NUMBER OF SHARES 351,750 ____________________________________________________ BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH not applicable ____________________________________________________ REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 351,750 ____________________________________________________ 8 SHARED DISPOSITIVE POWER not applicable _________________________________________________________________________ 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 351,750 _________________________________________________________________________ 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * Not applicable _________________________________________________________________________ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.5% _________________________________________________________________________ 12 TYPE OF REPORTING PERSON * IC (insurance company) _________________________________________________________________________ * SEE INSTRUCTION BEFORE FILLING OUT! CUSIP No. 589378108 13G Page 2 of 2 Pages ________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MassMutual Corporate Investors 04-2483041 _________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (A) _______ (B) __x____ _________________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________________ 4 CITIZENSHIP OF PLACE OF ORGANIZATION Commonwealth of Massachusetts _________________________________________________________________________ 5 SOLE VOTING POWER NUMBER OF SHARES 285,750 ____________________________________________________ BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH not applicable ____________________________________________________ REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 285,750 ____________________________________________________ 8 SHARED DISPOSITIVE POWER not applicable _________________________________________________________________________ 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 285,750 _________________________________________________________________________ 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * not applicable _________________________________________________________________________ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.8% _________________________________________________________________________ 12 TYPE OF REPORTING PERSON * IV (investment company) _________________________________________________________________________ ITEM 1(a). Name of Issuer: Mercury Computer Systems Inc ITEM 1(b). Address of Issuer's Principal Executive Offices: 199 Riverneck Road Chelmsford, MA 01824-2820 ITEM 2(a). Name of Person Filing: This statement is filed on behalf of Massachusetts Mutual Life Insurance Company and MassMutual Corporate Investors, which together may be regarded as a group for the purpose of this statement. This statement is signed on behalf of both the aforementioned parties, and therefore it does not include a separate agreement providing for a joint filing. ITEM 2(b). Address of Principal Business Office: MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY 1295 State Street Springfield, Massachusetts 01111 MASSMUTUAL CORPORATE INVESTORS 1295 State Street Springfield, Massachusetts 01111 ITEM 2(c). Citizenship MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY is organized under the laws of the Commonwealth of Massachusetts MASSMUTUAL CORPORATE INVESTORS is organized under the laws of the Commonwealth of Massachusetts ITEM 2(d). Title of Class of Securities: Common Stock ITEM 2(e). CUSIP NUMBER: 589378108 ITEM 3. This statement is filed pursuant to Rule 13d-1(b) by Massachusetts Mutual Life Insurance Company, an insurance company as defined in Section 3(a)(19), MassMutual Corporate Investors, an investment company registered under Section 8 of the Investment Company Act of 1940 which together may be regarded as a group pursuant to Rule 13d-1(b) (ii) (H). ITEM 4. Ownership: This statement if filed to report information as of January 29, 1999: (a) Amount Beneficially Owned: Massachusetts Mutual Life Insurance Company and MassMutual Corporate Investors own respectively 351,750 and 285,750 shares of common stock. Total shares of common stock owned directly and indirectly: 637,500 The filing of this statement shall not be construed as an admission that Massachusetts Mutual Life Insurance Company and MassMutual Corporate Investors are for the purposes of sections 13(d) and 13(g) of the Securities Exchange Act of 1934, the beneficial owners of any common stock of the issuer. (b) Percent of Class: Percentage of ownership is calculated as follows: 637,500 (shares held) / 10,113,000 (shares outstanding) = 6.3% (c) Powers: Massachusetts Mutual Life Insurance Company and MassMutual Corporate Investors each have sole power to vote or dispose of respectively 351,750 and 285,750 shares of common stock. 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: Note applicable ITEM 8. Identification and Classification of Members of the Group: Not applicable ITEM 9. Notice of Dissolution of the Group: Not applicable ITEM 10. Certification: By signing below, MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY, MASSMUTUAL CORPORATE INVESTORS certify to the best of their knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. After reasonable inquiry and to the best of our knowledge and belief, MASSACHUSETTS MUTUTAL LIFE INSURANCE COMPANY and MASSMUTUAL CORPORATE INVESTORS certify that the information set forth in this statement is true, complete and correct. February 1, 1999 February 1, 1999 _____________________ _____________________ Date Date MASSACHUSETTS MUTUAL MASSMUTUAL CORPORATE LIFE INSURANCE COMPANY INVESTORS By: signature By: signature Charles McCobb Charles McCobb Managing Director Managing Director _________________________ _________________________ (Print Name and Title (Print Name and Title of Person Signing) of Person Signing) -----END PRIVACY-ENHANCED MESSAGE-----