Marvel Holdings Inc – ‘SC 13D/A’ on 5/1/97 re: Marvel Entertainment Group Inc

As of:  Thursday, 5/1/97   ·   Accession #:  950127-97-69   ·   File #:  5-41916

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Amendment to General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to General Statement of Beneficial           5     14K 
                          Ownership                                              
 2: EX-2        Joint Chapter 11 Plan of Reorganization and Rights    32    151K 
                          Offering                                               

SC 13D/A   —   Amendment to General Statement of Beneficial Ownership
Document Table of Contents

SC 13D/A
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SECURITIES AND EXCHANGE COMMISSION    
WASHINGTON, D.C.  20549     
____________    

SCHEDULE 13D    
Under the Securities Exchange Act of 1934     

(Amendment No. 7)     

MARVEL ENTERTAINMENT GROUP, INC.    
(Name of Issuer)    

Common Stock, par value $.01 per share    
(Title of Class of Securities)    

573913 10 0     
(CUSIP Number)    

Marvel Holdings Inc.    

(Name, Address and Telephone Number of Person     
Authorized to Receive Notices and Communications)     

Copy to:    
John M. Reiss     
White & Case    
1155 Avenue of the Americas     
New York, NY  10036     
(212) 354-8113    

April 29, 1997    
____________________________________________________________    
(Date of Event which Requires Filing of this Statement)     

SC 13D/A
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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 this statement [ ].         

Page 1 of 5 Pages     
Exhibit Index appears on page 4     

SC 13D/A
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SCHEDULE 13D    

CUSIP No.                         Page 2 of 37                              
573913 10 0                        Pages                                      

1  NAME OF REPORTING PERSON                                                 
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                     

Marvel Holdings Inc.                                                  

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[ ]                  
                                  (b)[X]
3  SEC USE ONLY                                                             

4  SOURCE OF FUNDS                                                          

00                                                                    

5  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS                          
REQUIRED                                            [ ]               
PURSUANT TO ITEMS 2(d) or 2(e)                                        

6  CITIZENSHIP OR PLACE OF ORGANIZATION                                     

Delaware                                                              
NUMBER OF SHARES    7  SOLE VOTING POWER                                      
BENEFICIALLY           50,932,167                                             
OWNED BY EACH                                                                 
8  SHARED VOTING POWER                
REPORTING PERSON                                                              
WITH                                                                          

9  SOLE DISPOSITIVE POWER             
50,932,167                      
SHARED DISPOSITIVE POWER        
10                                      

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING                 
11  PERSON                                                                    

50,932,167                                                            

12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                    
CERTAIN SHARES                                     [ ]                
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                        

50.03%                                                                

14  TYPE OF REPORTING PERSON                                                  

CO                                                                    

SC 13D/A
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  This statement amends the Schedule 13D, relating to the common
stock, par value $.01 per share (the "Marvel Common Stock"), of Marvel          
Entertainment Group, Inc. ("Marvel"), as originally filed with the              
Securities and Exchange Commission (the "Commission"), on May 18, 1993 by       
New Marvel Holdings Inc., MacAndrews & Forbes Holdings Inc. ("M&F"), and        
Mafco Holdings Inc. ("Mafco"), as amended by Amendment No. 1, filed with        
the Commission on October 12, 1993 by Marvel Holdings Inc. ("Marvel             
Holdings"), Marvel (Parent) Holdings Inc. ("Marvel Parent"), Four Star          
Holdings Corp., Andrews Group Incorporated ("Andrews"), M&F and Mafco, as       
amended by Amendment No. 2 filed with the Commission on November 15, 1996       
by Marvel Holdings, Marvel Parent, Andrews and Mafco, as amended by             
Amendment No. 3, filed with the Commission on December 31, 1996 by Marvel       
Holdings, Marvel Parent, Andrews and Mafco, as amended by Amendment No. 4       
filed with the Commission on March 10, 1997 by Marvel Holdings, Marvel          
Parent, Andrews and Mafco, as amended by Amendment No. 5 filed with the         
Commission by Marvel Holdings on April 25, 1997, and as amended by              
Amendment No. 6 filed with the Commission by Marvel Holdings on April 29,       
1997.                                                                           

ITEM 7.   MATERIAL TO BE FILED AS EXHIBITS                                      

EXHIBIT NO.    Description                                                      

6          Joint Plan of Reorganization (as refiled with the Bankruptcy 
  Court on April 29, 1997, after the expiration of the
         exclusive period during which only Marvel could file a plan
of reorganization in its Chapter 11 case)         

SC 13D/A
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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:  April 30, 1997                                                          

MARVEL HOLDINGS INC.                    

By: /s/ Vincent Intrieri                
              ________________________________________

Name:   Vincent Intrieri      
 Title:  Secretary and Treasurer

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
Filed on:		5/1/97
		4/30/97		5					NT 10-K/A
		4/29/97		1		4			SC 13D/A
		4/25/97		4					SC 13D/A
		3/10/97		4					SC 13D/A
		12/31/96		4					10-K,  10-K/A,  NT 10-K,  NT 10-K/A,  SC 13D/A
		11/15/96		4					SC 13D/A
		10/12/93		4
		5/18/93		4
									List all Filings