-----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, PIUI+RjyduaSKZbQXML1Uco2W8PcSJEABcaL1uQJne0k/pEKHMhh+hkcPryR6XML OZkCvynPokEAQcm2veg6GQ== 0000950147-02-000277.txt : 20020414 0000950147-02-000277.hdr.sgml : 20020414 ACCESSION NUMBER: 0000950147-02-000277 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020215 GROUP MEMBERS: ENTRUST PARTNERS LLC GROUP MEMBERS: ENTRUST PARTNERS OFFSHORE LLC FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ENTRUST CAPITAL INC /ADV CENTRAL INDEX KEY: 0001034284 IRS NUMBER: 133933026 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 717 FIFTH AVE E CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128881040 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ASPECT COMMUNICATIONS CORP CENTRAL INDEX KEY: 0000779390 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942974062 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-41090 FILM NUMBER: 02551484 BUSINESS ADDRESS: STREET 1: 1310 RIDDER PARK DRIVE CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 4083252200 MAIL ADDRESS: STREET 1: 1310 RIDDER PARK DRIVE CITY: SAN JOSE STATE: CA ZIP: 95131 FORMER COMPANY: FORMER CONFORMED NAME: ASPECT TELECOMMUNICATIONS CORP DATE OF NAME CHANGE: 19940218 SC 13G/A 1 e-8146.txt AMEND NO.1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 SCHEDULE 13G/A AMENDMENT NO. 1 UNDER THE SECURITIES EXCHANGE ACT OF 1934 ASPECT COMMUNICATIONS CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 04523Q102 (CUSIP Number) DECEMBER 31, 2001 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *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). SCHEDULE 13G - -------------------- ----------------- CUSIP NO. 04523Q102 Page 2 of 7 Pages - -------------------- ----------------- 1 NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (1) EnTrust Capital Inc.; (2) EnTrust Partners LLC; (3) EnTrust Partners Offshore LLC (1) 13-3933026; (2) 13-4021839; (3) 13-4075262 ----------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] ----------------------------------------------------------------------------- 3 SEC USE ONLY ----------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware ----------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF ------------------------------------------------------------ SHARES 6 SHARED VOTING POWER BENEFICIALLY (1) 22,140 OWNED BY ------------------------------------------------------------ EACH 7 SOLE DISPOSITIVE POWER REPORTING PERSON ------------------------------------------------------------ WITH 8 SHARED DISPOSITIVE POWER (1) 22,140 ------------------------------------------------------------ 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,140 ---------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] ----------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) <0.001% ----------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IA ----------------------------------------------------------------------------- ITEM 1(A). NAME OF ISSUER: Aspect Communications Corporation ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1310 Ridder Park Drive San Jose, CA 95131-2313 ITEM 2(A). NAME OF PERSON FILING: See Item 1 of the Cover Page attached hereto ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: 717 Fifth Avenue New York, NY 10022 ITEM 2(C). CITIZENSHIP: Delaware ITEM 2(D). TITLE OF CLASS OF SECURITIES: Common Stock ITEM 2(E). CUSIP NUMBER: 04523Q102 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or Dealer registered under section 15 of the Act, (b) [ ] Bank as defined in section 3(a)(6) of the Act, (c) [ ] Insurance Company as defined in section 3(a)(19) of the Act, (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940, (e) [X] An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E), EnTrust Capital Inc., EnTrust Partners LLC and EnTrust Partners Offshore LLC are Investment Advisors registered under Section 203 of the Investment Advisers Act of 1940. (f) [ ] An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F), (g) [ ] A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G), (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act, (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940, (j) [ ] A group, in accordance withss.13d-1(b)(1)(ii)(J). If this statement is filed pursuant toss.240.13d-1(c), check this box [ ]. ITEM 4. OWNERSHIP. At December 31, 2001, the Reporting Person owned the following: (a) Amount beneficially owned: See Item 9 of the Cover Page attached hereto. (b) Percent of class: See Item 11 of the Cover Page attached hereto. (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: See Item 5 of the Cover Page attached hereto. (ii) Shared power to vote or to direct the vote: See Item 6 of the Cover Page attached hereto. (iii) Sole power to dispose or to direct the disposition of: See Item 7 of the Cover Page attached hereto. (iv) Shared power to dispose or to direct the disposition of: See Item 8 of the Cover Page attached hereto. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X]. 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. CERTIFICATION. 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 purposes 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. February 14, 2002 ------------------------------- (Date) EnTrust Capital Inc. By: /s/ Jill Zelenko ------------------------------------ Name: Jill Zelenko Title: Chief Financial Officer/Chief Operating Officer EnTrust Partners LLC By: /s/ Jill Zelenko ------------------------------------ Name: Jill Zelenko Title: Chief Financial Officer/Chief Operating Officer EnTrust Partners Offshore LLC By: /s/ Jill Zelenko ------------------------------------ Name: Jill Zelenko Title: Chief Financial Officer/Chief Operating Officer JOINT FILING AGREEMENT The undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13G and to all amendments to such statement and that such statement is and all amendments to such statement are made on behalf of each of them. IN WITNESS WHEREOF, the undersigned hereby execute this agreement on February 14, 2002. EnTrust Capital Inc. By: /s/ Jill Zelenko ------------------------------------ Name: Jill Zelenko Title: Chief Financial Officer/Chief Operating Officer EnTrust Partners LLC By: /s/ Jill Zelenko ------------------------------------ Name: Jill Zelenko Title: Chief Financial Officer/Chief Operating Officer EnTrust Partners Offshore LLC By: /s/ Jill Zelenko ------------------------------------ Name: Jill Zelenko Title: Chief Financial Officer/Chief Operating Officer -----END PRIVACY-ENHANCED MESSAGE-----