Fingerhut Companies Inc. – ‘4’ for 4/30/01 re: Aptimus Inc.

As of:  Wednesday, 5/9/01   ·   For:  4/30/01   ·   Accession #:  740126-1-500003   ·   File #:  0-27065

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Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Statement of Changes in Beneficial Ownership of        7±    27K 
                Securities by an Insider                                         


FORM                                                                            
4                                                                               

Check this box if no longer subject                                             
to Section 16. Form 4 or Form 5                                                 
obligations may continue. See                                                   
Instruction 1(b).                                                               
(Print or Type Responses)                                                       

UNITED STATES SECURITIES AND EXCHANGE COMMISSION                                
Washington, D.C. 20549                                                          
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP                                    
Filed pursuant to Section 16(a) of the Securities                               
Exchange Act of 1934, Section 17(a) of the Public                               
Utility Holding Company Act of 1935 or Section 30(f) of                         
the Investment Company Act of 1940                                              
OMB APPROVAL                                                                    
OMB Number:                                                                     
3235-0287                                                                       
Expires:                                                                        
December 31,                                                                    
2001                                                                            
Estimated                                                                       
average burden                                                                  
hours per                                                                       
response. . . .                                                                 
0.5                                                                             

1                                                                               
.                                                                             
Name and Address of Reporting                                                   
Person*                                                                         

Fingerhut Companies, Inc.(1)                                                    

2                                                                               
.                                                                             
Issuer Name and Tickler or Trading                                              
Symbol                                                                          
Aptimus, Inc. (APTM)                                            
6                                                                               
.                                                                             
Relationship of Reporting Person(s) to Issuer                                   
(Check all applicable)                                                          

__                                                                              
_                                                                               
Director                                                                        
_x_                                                                             
_                                                                               
10% Owner                                                                       

__                                                                              
_                                                                               
Officer (give title                                                             
below)                                                                          
___                                                                             
Other (specify                                                                  
below)                                                                          

__________________________________                                              

(Last)     (First)     (Middle)                                                 

4400 Baker Road                                 
3                                                                               
.                                                                             
I.R.S.                                                                          
Identification                                                                  
Number of Reporting                                                             
Person, if an entity                                                            
(voluntary)                                                                     

4                                                                               
.                                                                             
Statement for                                                                   
Month/Year                                                                      
April, 2001                                                     

(Street)                                                                        

Minnetonka,     MN      55343                   

5                                                                               
.                                                                             
If Amendment, Date of                                                           
Original (Month/Year)                                                           

7                                                                               
.                                                                             
Individual or Joint/Group Filing (Check Applicable                              
Line)                                                                           

_x__                                                                            
Form filed by One Reporting Person                                              

___                                                                             
Form filed by More than One Reporting Person                                    

(City)     (State)     (Zip)                                                    
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1                                                                               
.                                                                             
Title of                                                                        
Security                                                                        
(Instr. 3)                                                                      

2                                                                               
.                                                                             
Transaction                                                                     
Date                                                                            

(Month/Day/Year                                                                 
)                                                                               

3                                                                               
.                                                                             
Transaction                                                                     
Code                                                                            
(Instr. 8)                                                                      

4                                                                               
.                                                                             
Securities Acquired                                                             
(A)                                                                             
or Disposed of (D)                                                              
(Instr. 3, 4 and 5)                                                             

5                                                                               
.                                                                             
Amount of Securities                                                            
Beneficially Owned at End                                                       
of Month                                                                        

(Instr. 3 and 4)                                                                

6                                                                               
.                                                                             
Ownership                                                                       
Form: Direct                                                                    
(D) or                                                                          
Indirect (I)                                                                    
(Instr. 4)                                                                      

7                                                                               
.                                                                             
Nature of                                                                       
Indirect                                                                        
Beneficial                                                                      
Ownership                                                                       

(Instr. 4)                                                                      

Cod                                                                             
e                                                                               
V                                                                               
Amount                                                                          
(A)                                                                             
or                                                                              
(D)                                                                             
Price                                                                           

Common Stock                                                                    
04/16/01                                                                        
S                                                                               

2,720,000                                                                       
D                                                                               
$.40(2)                                                                         

2,411,255                                                                       
D                                                               

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned   
(e.g., puts, calls, warrants, options, convertible securities)                  
1                                                                               
.                                                                             
Title of                                                                        
Derivativ                                                                       
e                                                                               
Security                                                                        
(Instr.3)                                                                       

2                                                                               
.                                                                             
Conversio                                                                       
n or                                                                            
Exercise                                                                        
Price of                                                                        
Derivativ                                                                       
e                                                                               
Security                                                                        

3                                                                               
.                                                                             
Transaction                                                                     
Date                                                                            
(Month/Day/Year                                                                 
)                                                                               

4                                                                               
.                                                                             
Transactio                                                                      
n Code                                                                          
(Instr. 8)                                                                      

5                                                                               
.                                                                             
Number of Derivative                                                            
Securities Acquired                                                             
(A) or Disposed of                                                              
(D)                                                                             
(Instr. 3, 4 and 5)                                                             

6                                                                               
.                                                                             
Date Exerciseable                                                               
and Expiration                                                                  
Date                                                                            
(Month/Day/Year)                                                                

7                                                                               
.                                                                             
Title and                                                                       
Amount of                                                                       
Underlying                                                                      
Securities                                                                      
(Instr. 3                                                                       
and 4)                                                                          

8                                                                               
.                                                                             
Price of                                                                        
Derivativ                                                                       
e                                                                               
Security                                                                        
(Instr.                                                                         
5)                                                                              

9                                                                               
.                                                                             
Number of                                                                       
Derivative                                                                      
Securities                                                                      
Beneficiall                                                                     
y Owned at                                                                      
End of                                                                          
Month                                                                           
(Instr. 4)                                                                      

10                                                                              
.                                                                             
Ownership                                                                       
Form of                                                                         
Derivative                                                                      
Securities                                                                      
Beneficiall                                                                     
y Owned at                                                                      
End of                                                                          
Month                                                                           
(Instr. 4)                                                                      

11                                                                              
.                                                                             
Nature of                                                                       
Indirect                                                                        
Beneficia                                                                       
l                                                                               
Ownership                                                                       
(Instr.                                                                         
4)                                                                              

Code                                                                            
V                                                                               
(A)                                                                             
(D)                                                                             
Date                                                                            
Exercisabl                                                                      
e                                                                               
Expiratio                                                                       
n Date                                                                          
Title                                                                           
Amount                                                                          
or                                                                              
Number                                                                          
of                                                                              
Shares                                                                          

Warrants                                                                        
(Right To                                                                       
Buy)                                                                            
$2.50                                                                           
04/16/01                                                                        
J                                                                               

150,000                                                                         

04/16/01                                                                        
04/16/03                                                                        
Commo                                                                           
n                                                                               
Stock                                                                           
150,00                                                                          
0                                                                               
(3)                                                             
150,000                                                                         
D                                                                               

Explanation of Responses:                                                       
(1)  The amounts shown in Tables I and II represent the beneficial              
ownership of the Issuer's equity securities offered by Fingerhut                
Companies, Inc.  Federated Department Stores, Inc. may be deemed                
to control Fingerhut by virtue of its ownership of 100% of                      
Fingerhut's capital stock and its corresponding right to elect                  
Fingerhut's directors, and therefore, the Issuer's equity                       
securities may also be deemed to be beneficially owned by                       
Federated.                                                                      
(2)  This private sale of non-derivative securities was a purchase              
of 2,720,000 shares of Aptimus, Inc. Common Stock by the issuer                 
beneficially owned by Fingerhut Companies, Inc. for a total                     
purchase price of $1,088,000 of which $250,000 was paid in cash,                
and Aptimus, Inc. signed a promissory note to Fingerhut Companies,              
Inc. in the principal amount of $838,000 payable in 18 consecutive              
monthly installments of $50,135.12 bearing interest at the rate of              
9.5% per annum.                                                                 
(3)  The warrant to purchase 150,000 shares is at an exercise                   
price of $2.50 per share, subject to antidilution adjustment.  The              
warrant was issued to Fingerhut Companies, Inc. in connection with              
the sale of common stock and issuance of the promissory note                    
described in Footnote (2).                                                      

Michael P. Sherman                                                              
**Signature of Reporting Person                                                 
May 9, 2001                                                                     
Date                                                                            

Reminder:                                                                       
Report on a separate line for each class of securities                          
beneficially owned directly or indirectly.                                      
*                                                                               
If the form is filed by more than one reporting person,                         
see Instruction 4(b)(v).                                                        
**                                                                              
Intentional misstatements or omissions of facts                                 
constitute Federal Criminal Violations                                          
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).                                       
Note:                                                                           
File three copies of this Form, on of which must be                             
manually signed. If space is insufficient, see                                  
Instruction 6 for procedure                                                     

http://www.sec.gov/divisions/corpfin/forms/4.htm                                
Last update: 11/05/1999                                                         
Joint Filer Information                                                         
---------------------------------------------------------------                 
Name of Joint Filer:    Federated Department Stores, Inc.                       
Address:                        7 West Seventh Street                           
     Cincinnati, OH  45202
Designated Filer:               Fingerhut Companies, Inc.                       

Issuer & Ticker Symbol: Aptimus, Inc. ("APTM")                                  
Date of Event                                                                   
Requiring Statement:    April 16, 2001                                          

                 Federated Department Stores, Inc.

Signature:                      By:     Karen M. Hoguet                         
               Karen M. Hoguet
                      Senior Vice President,
                       Chief Financial Officer

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘4’ Filing		Date		Other Filings
		12/31/01		10-K
Filed on:		5/9/01
For Period end:		4/30/01		10-K405/A
		4/16/01
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