SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities
Exchange Act of 1934
(Amendment No. __)*
MANHATTAN PHARMACEUTICALS, INC
|
| (Name of Issuer) |
COMMON STOCK, par value $.001 per share
|
| (Title of Class of Securities) |
563 118 108
|
| (CUSIP Number) |
January 7, 2004
|
| (Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
| * |
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. 563 118 108 |
Page 2 of 9 Pages |
|
|
|
| 1 |
NAME OF REPORTING PERSONS |
|
| |
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) |
|
| |
Atlas Fund, LLC |
|
|
|
|
| 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 |
|
1,818,182 |
|
|
|
| SHARES |
6 |
SHARED VOTING POWER |
BENEFICIALLY |
OWNED BY |
|
|
|
|
|
| EACH |
7 |
SOLE DISPOSITIVE POWER |
REPORTING |
|
1,818,182 |
PERSON |
|
|
|
|
|
| WITH |
| |
8 |
SHARED DISPOSITIVE POWER |
|
|
|
|
|
|
| 9 |
AGGREGATE AMOUNT OF BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
| |
1,818,182 |
|
|
|
|
| 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) |
|
6.8% |
|
|
|
|
| 12 |
TYPE OF REPORTING PERSON * |
|
OO |
|
|
|
|
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
| CUSIP No. 563 118 108 |
Page 3 of 9 Pages |
|
|
|
| 1 |
NAME OF REPORTING PERSONS |
|
| |
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) |
|
| |
Balyasny Asset Management, LLC |
|
|
|
|
| 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 |
|
1,818,182 |
|
|
|
| SHARES |
6 |
SHARED VOTING POWER |
BENEFICIALLY |
OWNED BY |
|
|
|
|
|
| EACH |
7 |
SOLE DISPOSITIVE POWER |
REPORTING |
|
1,818,182 |
PERSON |
|
|
|
|
|
| WITH |
| |
8 |
SHARED DISPOSITIVE POWER |
|
|
|
|
|
|
| 9 |
AGGREGATE AMOUNT OF BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
| |
1,818,182 |
|
|
|
|
| 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) |
|
6.8% |
|
|
|
|
| 12 |
TYPE OF REPORTING PERSON * |
|
OO |
|
|
|
|
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
| CUSIP No. 563 118 108 |
Page 4 of 9 Pages |
|
|
|
| 1 |
NAME OF REPORTING PERSONS |
|
| |
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) |
|
| |
Dmitry Balyasny |
|
|
|
|
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) |_| |
| |
|
(b) |_| |
|
|
|
| 3 |
SEC USE ONLY
|
|
|
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
| |
United States |
|
|
|
|
| |
5 |
SOLE VOTING POWER |
| NUMBER OF |
|
1,818,182 |
|
|
|
| SHARES |
6 |
SHARED VOTING POWER |
BENEFICIALLY |
OWNED BY |
|
|
|
|
|
| EACH |
7 |
SOLE DISPOSITIVE POWER |
REPORTING |
|
1,818,182 |
PERSON |
|
|
|
|
|
| WITH |
| |
8 |
SHARED DISPOSITIVE POWER |
|
|
|
|
|
|
| 9 |
AGGREGATE AMOUNT OF BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
| |
1,818,182 |
|
|
|
|
| 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) |
|
6.8% |
|
|
|
|
| 12 |
TYPE OF REPORTING PERSON * |
|
IN |
|
|
|
|
*SEE INSTRUCTIONS
BEFORE FILLING OUT.
| Item 1 |
(a) Name of Issuer: |
| |
Manhattan
Pharmaceuticals, Inc. (the “Company”) |
| |
(b) |
Address
of Issuer’s Principal Executive Offices: |
| |
787
Seventh Avenue, 48th Floor
New York, NY 10019 |
| Item 2 |
(a) - (c) This statement is filed on behalf of the following: |
|
(1)
Atlas Fund, LLC, a Delaware limited liability company with its principal
business office at 181 West Madison, Suite 3600, Chicago, IL 60602. |
|
(2)
Balyasny Asset Management, LLC, a Delaware limited liability company with its
principal business office at 181 West Madison, Suite 3600, Chicago, IL 60602.
Balyasny Asset Management, LLC owns all of the equity interest in Atlas Fund,
LLC. |
|
(3)
Dmitry Balyasny, a United States citizen whose business address is 181 West
Madison, Suite 3600, Chicago, IL 60602. Dmitry Balyasny owns 65% of the equity
interest in Balyasny Asset Management, LLC. |
| |
(d) |
Title
of Class of Securities: |
| |
Common Stock, par value $.001 per share |
| Item 3 |
If
this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the
person filing is a: |
| |
(a) |
Amount
Beneficially Owned: |
Page 5 of 9 Pages
| |
(c) |
Number
of Shares as to which person has: |
| |
(i) |
sole
power to vote or to direct vote: |
| |
(ii) |
shared
power to vote or to direct vote: |
| |
(iii) |
sole
power to dispose or direct disposition of: |
| |
(iv) |
shared
power to dispose or to direct disposition of: |
| |
Balyasny Asset Management, LLC |
| |
(a) |
Amount
Beneficially Owned: |
| |
By
virtue of its ownership of 100% of the equity interest in Atlas Fund, LLC, Balyasny Asset
Management, LLC may be deemed to beneficially own the 1,818,182 shares of the Company’s
Common Stock beneficially owned by Atlas Fund, LLC.
|
| |
(c) |
Number
of Shares as to which person has: |
| |
(i) |
sole
power to vote or to direct vote: |
| |
(ii) |
shared
power to vote or to direct vote: |
Page 6 of 9 Pages
| |
(iii) |
sole
power to dispose or direct disposition of: |
| |
(iv) |
shared
power to dispose or to direct disposition of: |
| |
(a) |
Amount
Beneficially Owned: |
| |
By
virtue of his ownership of 65% of the equity interest in Balyasny Asset Management, LLC,
which owns 100% of the equity interest in Atlas Fund, LLC, Mr. Balyasny may be deemed to
beneficially own the 1,818,182 shares of the Company’s Common Stock beneficially
owned by Atlas Fund, LLC.
|
| |
(c) |
Number
of Shares as to which person has: |
| |
(i) |
sole
power to vote or to direct vote: |
| |
(ii) |
shared
power to vote or to direct vote: |
| |
(iii) |
sole
power to dispose or direct disposition of: |
| |
(iv) |
shared
power to dispose or to direct disposition of: |
| Item 5 |
Ownership of Five Percent or Less of a Class: |
Page 7 of 9 Pages
| Item 6 |
Ownership of More than Five Percent on Behalf of Another Person: |
| Item 7 |
Identification
and Classification of the Subsidiary Which Acquired theSecurity Being Reported by
the Parent Holding Company or Control Person: |
| Item 8 |
Identification and Classification of Members of the Group: |
| Item 9 |
Notice of Dissolution of Group: |
| |
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. |
Page 8 of 9 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.
Date: January 20, 2004.
|
ATLAS FUND, LLC |
|
By: /s/ Scott H. Schroeder |
|
Scott H. Schroeder |
|
Managing Director--Finance and |
|
General Counsel |
|
BALYASNY ASSET MANAGEMENT, LLC |
|
By: /s/ Scott H. Schroeder |
|
Scott H. Schroeder |
|
Managing Director--Finance and |
|
General Counsel |
|
/s/ Dmitry Balyasny |
|
Dmitry Balyasny |
Page 9 of 9 Pages