-----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, SDs7e2Rr06P7UslCVXtOOewlDQvba6yTSSwS6tA0h+lErGQF3MnsNkaxVENTwWwT F0NIijsuEhPfnayWsHfzLg== 0001116679-06-002677.txt : 20061201 0001116679-06-002677.hdr.sgml : 20061201 20061201161413 ACCESSION NUMBER: 0001116679-06-002677 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061201 DATE AS OF CHANGE: 20061201 GROUP MEMBERS: ISAAC PERLMUTTER GROUP MEMBERS: ISAAC PERLMUTTER TRUST 01/28/1993 GROUP MEMBERS: OBJECT TRADING CORP. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Marvel Entertainment, Inc. CENTRAL INDEX KEY: 0000933730 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 133711775 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-47191 FILM NUMBER: 061251522 BUSINESS ADDRESS: STREET 1: 417 5TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2125768530 MAIL ADDRESS: STREET 1: 417 5TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: MARVEL ENTERPRISES INC DATE OF NAME CHANGE: 19981005 FORMER COMPANY: FORMER CONFORMED NAME: TOY BIZ INC DATE OF NAME CHANGE: 19941213 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PERLMUTTER ISAAC CENTRAL INDEX KEY: 0001130821 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: MARVEL ENTGERPRISES INC STREET 2: 40 EAST 10TH STREET CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2125768550 MAIL ADDRESS: STREET 1: MARVEL ENTERRISES INC STREET 2: 40 EAST 10TH ST CITY: NEW YORK STATE: NY ZIP: 10016 SC 13D/A 1 perl13da18-120106.htm AMEND. NO. 18

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_____________________

SCHEDULE 13D

(Rule 13d-1)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(a) AND AMENDMENTS THERETO

FILED PURSUANT TO RULE 13d-2(a)

(Amendment No. 18)1

MARVEL ENTERTAINMENT, INC.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

57383T103

(CUSIP Number)

Michael L. Zuppone, Esq.

Paul, Hastings, Janofsky & Walker LLP

75 East 55th Street

New York, New York 10022

(212) 318-6000

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

November 30, 2006

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 13d-7 for other parties to whom copies are to be sent.

 


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 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. 57383T103

13D

Page 2 of 8 Pages

 

 

1.

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Isaac Perlmutter

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) |_|
(b) |X|
 

3.

SEC USE ONLY
 

4.

SOURCE OF FUNDS*

PF

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e)
 


|_|

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

7.

SOLE VOTING POWER

29,039,412

8.

SHARED VOTING POWER

0

9.

SOLE DISPOSITIVE POWER

29,039,412

10.

SHARED DISPOSITIVE POWER

0

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

29,039,412

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES
CERTAIN SHARES*
 


|_|

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

33.7%

14.

TYPE OF REPORTING PERSON*

IN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 


 

 

CUSIP No. 57383T103

13D

Page 3 of 8 Pages

 

 

1.

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Object Trading Corp.

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) |_|
(b) |X|
 

3.

SEC USE ONLY
 

4.

SOURCE OF FUNDS*

OO

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e)
 


|_|

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

Florida

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

7.

SOLE VOTING POWER

14,622,680

8.

SHARED VOTING POWER

0

9.

SOLE DISPOSITIVE POWER

14,622,680

10.

SHARED DISPOSITIVE POWER

0

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14,622,680

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES
CERTAIN SHARES*
 


|_|

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

17.0%

14.

TYPE OF REPORTING PERSON*

CO

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 


 

 

CUSIP No. 57383T103

13D

Page 4 of 8 Pages

 

 

1.

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Isaac Perlmutter Trust 01/28/1993

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) |_|
(b) |X|
 

3.

SEC USE ONLY
 

4.

SOURCE OF FUNDS*

OO

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e)
 


|_|

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

Florida

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

7.

SOLE VOTING POWER

26,564,412

8.

SHARED VOTING POWER

0

9.

SOLE DISPOSITIVE POWER

26,564,412

10.

SHARED DISPOSITIVE POWER

0

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

26,564,412

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES
CERTAIN SHARES*
 


|_|

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

31.0%

14.

TYPE OF REPORTING PERSON*

CO

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 


 

                              This Amendment No. 18 to Schedule 13D is being filed on behalf of Isaac Perlmutter, Object Trading Corp. (“Object Trading”) and the Isaac Perlmutter Trust 01/28/1993 (the “Trust”) to amend and supplement the original Schedule 13D and all Amendments thereto, which were filed with the Securities and Exchange Commission on behalf of (1) Zib, Inc. (“Zib”); (2) the Trust; (3) Object Trading; (4) the Laura & Isaac Perlmutter Foundation Inc.; (5) Isaac Perlmutter; (6) Biobright Corporation; (7) Classic Heroes, Inc.; and (8) Tangible Media, Inc., with respect to the ownership of common stock of Marvel Entertainment, Inc. (“Marvel”). Mr. Perlmutter, Object Trading and the Trust are together referred to in this Statement as the “Reporting Persons.” This amendment is being filed pursuant to Rule 13d-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended.

Item 1.

Security of Issuer.

 

Unchanged.

Item 2.

Identity and Background.

 

Unchanged.

Item 3.

Source and Amount of Funds or Other Consideration.

 

Unchanged.

Item 4.

Purpose of Transaction.

 

Unchanged.

Item 5.

Interest in Securities of the Issuer.

 

Item 5 is hereby amended and restated as follows:

(a)         As of November 29, 2006, the Reporting Persons (including all executive officers, trustees and directors set forth in Schedule I) may be deemed to beneficially own, to the best of their knowledge, an aggregate of 29,039,412 shares of common stock, par value $0.01 per share (the “Common Stock”), of Marvel, representing approximately 33.7% of the shares of Common Stock that either are currently outstanding or would be outstanding upon the exercise of options held by the Reporting Persons.

(b)         Mr. Perlmutter may be deemed to possess the sole power to vote and dispose of an aggregate amount of 29,039,412 shares of Common Stock. Mr. Perlmutter owns directly (i) 1,975,000 currently outstanding shares of Common Stock and (ii) options that are immediately exercisable for 500,000 shares of Common Stock. Indirectly, Mr. Perlmutter may be deemed to beneficially own an additional 26,564,412 shares of Common Stock owned directly or indirectly by the Trust.

The Trust directly owns 8,247,087 shares of Common Stock and may be deemed to beneficially own 14,622,680 and 3,694,645 shares of Common Stock owned by Object Trading and Zib respectively. The Trust is the sole stockholder of Object Trading and Zib and

 

 

(Page 5 of 8 Pages)

 


 

may be deemed to possess the sole power to vote and dispose of the 26,564,412 shares of Common Stock described above.

Object Trading may be deemed to possess the sole power to vote and dispose of 14,622,680 shares of Common Stock.

With regard to each executive officer and director of Object Trading and trustee of the Trust such individuals have the sole power to vote and dispose of that amount of Common Stock set forth on Schedule I attached hereto.

(c)         On November 30, 2006, Mr. Perlmutter transferred 1,975,000 shares of Common Stock to the Trust. This transfer was reported by the Reporting Persons on a Form 4 filed with the Securities and Exchange Commission on December 1, 2006.

 

 

(d)

Not applicable.

 

(e)

Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to

Securities of Issuer.

 

Unchanged.

 

Item 7.

Material to be Filed as Exhibits.

 

None.

 

 

(Page 6 of 8 Pages)

 


 

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:

December 1, 2006

 

/s/ Benjamin Dean, attorney-in-fact
for Isaac Perlmutter

 

 

 

Isaac Perlmutter

 

 

Dated:

December 1, 2006

 

OBJECT TRADING CORP.

 

 

By:



/s/ Benjamin Dean

 

 

 

 

Name: Benjamin Dean

 

 

 

 

Title: attorney-in-fact for Object Trading Corp.

 

 

Dated:

December 1, 2006

 

ISAAC PERLMUTTER TRUST 01/28/1993

 

 

By:



/s/ Benjamin Dean

 

 

 

 

Name: Benjamin Dean

 

 

 

 

Title: attorney-in-fact for Isaac Perlmutter Trust 1/28/1993

 

 

 

 

(Page 7 of 8 Pages)

 


 

SCHEDULE I

EXECUTIVE OFFICERS, TRUSTEES AND DIRECTORS

The name and present principal occupation or employment of each of the executive officers and directors of Object Trading and each Trustee of the Trust are set forth below.

Object Trading Corp.

 

 

 

Name and Positions Held

Present Principal
Occupation or Employment

 

 

Business Address

 

Marvel

Ownership

 

 

 

 

Isaac Perlmutter

President and sole Director

Chief Executive Officer of Marvel

P.O. Box 1028

Lake Worth, FL 33460

29,039,412

 

 

Isaac Perlmutter Trust 01/28/1993

 

 

 

Name and Positions Held

Present Principal
Occupation or Employment

 

 

Business Address

 

Marvel

Ownership

 

 

 

 

Isaac Perlmutter

Trustee

Chief Executive Officer of Marvel

P.O. Box 1028

Lake Worth, FL 33460

29,039,412

 

 

 

 

Laura Perlmutter

Trustee

Investor

P.O. Box 1028

Lake Worth, FL 33460

0

 

 

 

(Page 8 of 8 Pages)

 


 

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