-----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, NclLNxFKyb6BsTwKUaPBuGudpq+i1Agljiy82FzRNyMZlmIxxiXrFWbepnCI3Faa FeczGXi908R9MmHOKBdF1g== 0000950123-99-001108.txt : 19990215 0000950123-99-001108.hdr.sgml : 19990215 ACCESSION NUMBER: 0000950123-99-001108 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OMEGA PROTEIN CORP CENTRAL INDEX KEY: 0001053650 STANDARD INDUSTRIAL CLASSIFICATION: FISHING, HUNTING & TRAPPING [0900] IRS NUMBER: 760438393 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-55593 FILM NUMBER: 99537201 BUSINESS ADDRESS: STREET 1: 1717 ST JAMES PL STREET 2: STE 550 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 7139406100 MAIL ADDRESS: STREET 1: 1717 ST JAMES PL STREET 2: STE 550 CITY: HOUSTON STATE: TX ZIP: 77056 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GLAZER MALCOLM I CENTRAL INDEX KEY: 0000905293 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1482 SOUTH OCEAN BLVD CITY: PALM BEACH STATE: FL ZIP: 33480 BUSINESS PHONE: 4078351482 MAIL ADDRESS: STREET 2: 1482 SOUTH OCEAN BLVD CITY: PLAM BEACH STATE: FL ZIP: 33480 SC 13G 1 SCHEDULE 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 OMEGA PROTEIN CORPORATION ------------------------- (Name of Issuer) Common Stock, par value $0.01 per share --------------------------------------- (Title of Class Securities) 68210P 10 7 ----------- (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 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 1 of 4 2 CUSIP No. 68210P 10 7 SCHEDULE 13G 1. Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Malcolm I. Glazer Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] 3. SEC Use Only ______________________________________________________ ____________________________________________________________________ 4. Citizenship or Place of Organization: United States Number of Shares 5. Sole Voting Power -0-* Beneficially Owned by 6. Share Voting Power -0- Each Reporting Person 7. Sole Dispositive Power -0-* 8. Shared Dispositive Power -0- 9. Aggregate Amount Beneficially Owned by Each Reporting Person 14,504,733* 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): [ ] 11. Percent of Class Represented by Amount in Row 9 59.7%* 12. Type of Reporting Person (See Instructions): IN - --------------------- * The Malcolm Glazer Family Limited Partnership (the "Glazer Partnership") owns beneficially and of record 43.4% of Zapata Corporation's outstanding common stock. By virtue of such ownership, the Glazer Partnership may be deemed to control Zapata Corporation and, therefore, may be deemed to beneficially own common stock of Omega Protein Corporation owned by Zapata Corporation. Mr. Glazer is the sole director, officer and stockholder of the Glazer Partnership. Mr. Glazer is also Chairman of the Board of Directors of Zapata and a director of Omega Protein Corporation. Mr. Glazer disclaims beneficial ownership of such shares. Page 2 of 4 3 Item 1 (a) Name of Issuer: Omega Protein Corporation (b) Address of Issuer's Principal Executive Offices: 1717 St. James Place, Suite 550 Houston, Texas 77056 Item 2 (a) Name of Person Filing: Malcolm I. Glazer (b) Address of Principal Business Office: 1482 S. Ocean Boulevard Palm Beach, Florida 33480 (c) Citizenship: United States (d) Title of Class of Securities: Common Stock, par value $0.01 per share (e) CUSIP Number: 68210P 10 7 Item 3 Not Applicable Item 4. Ownership (a) Amount beneficially owned: 14,504,733 (b) Percent of class: 59.7% (c) (i) sole power to vote or to direct the vote: -0- (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: -0- (iv) shared power to dispose or to direct the disposition of: -0- Page 3 of 4 4 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 Not Applicable Item 8. Identification and Classification of Members of the Group Not Applicable Item 9. Notice of Dissolution of Group Not Applicable Item 10. Certifications By signing below, I certify that, to the best of my 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. 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. Dated: February 12, 1999 /s/ Malcolm I. Glazer ------------------------------------------- Malcolm I. Glazer Page 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----