UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Agco Corp.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
001084102
(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).
CUSIP NO. 001084102 13G Page 2 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Forstmann-Leff Associates, LLC
52-2169043
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 2,490,543 shares
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 4,488,900 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
3,008,022 shares
8 SHARED DISPOSITIVE POWER
5,533,050 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,541,072 shares (includes shares beneficially owned by FLA
Asset Management, LLC, FLA Advisers L.L.C. and Forstmann-Leff
International, LLC)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.9%
12 TYPE OF REPORTING PERSON
IA, OO
CUSIP NO. 001084102 13G Page 3 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FLA Asset Management, LLC
52-2169045
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 None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 1,154,175 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
2,198,325 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,198,325 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.1%
12 TYPE OF REPORTING PERSON
IA, OO
CUSIP NO. 001084102 13G Page 4 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FLA Advisers L.L.C.
13-3942422
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 3,169,125 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
3,169,125 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,169,125 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.4%
12 TYPE OF REPORTING PERSON
IA, OO
CUSIP NO. 001084102 13G Page 5 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Forstmann-Leff International, LLC
52-2169041
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 None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 165,600 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
165,600 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
165,600 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.2%
12 TYPE OF REPORTING PERSON
IA, OO
Page 6 of 9 Pages
Item 1(a) NAME OF ISSUER:
Agco Corp.
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
4205 River Green Parkway
Duluth, GA 30096
Item 2(a) NAME OF PERSON FILING:
See Item 1 of the cover pages attached hereto
Item 2(b) Address of Principal Business Office, or if none, residence:
590 Madison Avenue
New York, New York 10022
Item 2(c) CITIZENSHIP:
See Item 4 of the cover pages attached hereto
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.01
Item 2(e) CUSIP NUMBER:
001084102
Item 3 Forstmann-Leff Associates, LLC, a Delaware limited liability
company,is a registered investment adviser under Section 203 of the
Investment Advisers Act of 1940 (the "Act"). FLA Asset Management,
LLC, a Delaware limited liability company, is a registered investment
adviser under the Act and a subsidiary of Forstmann-Leff Associates,
LLC. FLA Advisers L.L.C., a New York limited liability company, is a
registered investment adviser under the Act. Forstmann-Leff
International, LLC, a Delaware limited liability company, is a
registered investment adviser under the Act. The members of
Forstmann-Leff Associates, LLC's Investment Committee are also the
members of Forstmann-Leff International, LLC's Investment Committee
and the managers of FLA Advisers L.L.C.
Page 7 of 9 Pages
Item 4 OWNERSHIP:
(a) Amount beneficially owned: See Item 9 of the cover pages attached
hereto
(b) Percent of Class: See Item 11 of the cover pages attached hereto
(c) See Items 5 through 8 of the cover pages attached hereto
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Various clients of the reporting persons have the right to receive or the
power to direct the receipt of dividends from, or the proceeds from the
sale of, the Common Stock of Agco Corp. No one client's interest in the
Common Stock of Agco Corp. is more than five percent of the total
outstanding Common Stock.
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 acquired and are held in the ordinary
course of business and 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
SIGNATURES
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
FORSTMANN-LEFF ASSOCIATES, LLC
By: /s/ Joseph Sullivan
Chief Operating Officer
FLA ASSET MANAGEMENT, LLC
By: Forstmann-Leff Associates, LLC,
its Sole Member
By: /s/ Joseph Sullivan
Chief Operating Officer
FLA ADVISERS L.L.C.
By: /s/ Joseph Sullivan
Chief Operating Officer
FORSTMANN-LEFF INTERNATIONAL, LLC
By: /s/ Joseph Sullivan
Chief Operating Officer
Page 9 of 9 Pages
Exhibit A
AGREEMENT
The undersigned, Forstmann-Leff Associates, LLC, FLA Asset
Management, LLC, FLA Advisers L.L.C. and Forstmann-Leff International, LLC,
agree that the statement to which this exhibit is appended is filed on behalf of
each of them.
February 14, 2002
FORSTMANN-LEFF ASSOCIATES, LLC
By: /s/ Joseph Sullivan
Chief Operating Officer
FLA ASSET MANAGEMENT, LLC
By: Forstmann-Leff Associates, LLC,
its Sole Member
By: /s/ Joseph Sullivan
Chief Operating Officer
FLA ADVISERS L.L.C.
By: /s/ Joseph Sullivan
Chief Operating Officer
FORSTMANN-LEFF INTERNATIONAL, LLC
By: /s/ Joseph Sullivan
Chief Operating Officer