-----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, ShJVqzjbZLv8HgQNNeL1u1X4rATkARKpxRDNCdfHv1s6eWWFJc/53WqNOuIvvNQ0 2R8bRv5cy1y8FerNKYv5VQ== 0000929624-97-001470.txt : 19971204 0000929624-97-001470.hdr.sgml : 19971204 ACCESSION NUMBER: 0000929624-97-001470 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971203 SROS: AMEX SROS: PHLX SROS: PSE GROUP MEMBERS: BANKAMERICA CORP GROUP MEMBERS: BAYVIEW HOLDINGS, INC. GROUP MEMBERS: ROBERTSON STEPHENS INVESTMENT MANAGEMENT CO. GROUP MEMBERS: ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MAXXAM INC CENTRAL INDEX KEY: 0000063814 STANDARD INDUSTRIAL CLASSIFICATION: PRIMARY PRODUCTION OF ALUMINUM [3334] IRS NUMBER: 952078752 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-02917 FILM NUMBER: 97731711 BUSINESS ADDRESS: STREET 1: 5847 SAN FELIPE STREET 2: SUITE 2600 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7132673669 MAIL ADDRESS: STREET 1: 5847 SAN FELIPE STREET 2: SUITE 2600 CITY: HOUSTON STATE: TX ZIP: 77057 FORMER COMPANY: FORMER CONFORMED NAME: MCO HOLDINGS INC DATE OF NAME CHANGE: 19881115 FORMER COMPANY: FORMER CONFORMED NAME: MCCULLOCH OIL CORP DATE OF NAME CHANGE: 19800630 FORMER COMPANY: FORMER CONFORMED NAME: MCCULLOCH OIL CORP OF CALIFORNIA DATE OF NAME CHANGE: 19691118 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BANKAMERICA CORP CENTRAL INDEX KEY: 0000009672 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 941681731 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: BANK OF AMERICA CTR STREET 2: 555 CALIFORNIA ST CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4156223530 MAIL ADDRESS: STREET 1: 555 CALIFORNIA STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94104 SC 13D/A 1 SCHEDULE 13D AMENDMENT #7 --------------------------- OMB APPROVAL --------------------------- OMB number: 3235-0145 Expires: December 31, 1997 Estimated average burden hours per form....... 14.90 --------------------------- 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). - ----------------------- --------------------- 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. - ----------------------- --------------------- 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! - ----------------------- --------------------- 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! - ----------------------- --------------------- 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. 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 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 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. 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:
No. of Shares Name of Beneficially Beneficial Owner (1) Owned Percentage of Class - -------------------- ------------- ------------------- 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%
(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:
Entity Date Shares Price Transaction - ------ ---- ------ ----- ----------- 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
CUSIP NO. 577913106 SCHEDULE 13D PAGE 10 OF 11 PAGES 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
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) 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 -----END PRIVACY-ENHANCED MESSAGE-----