SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
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INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d-1(b), (c)
AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. _____________)*
LIBERATE TECHNOLOGIES
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
530129105
(CUSIP Number)
June 30, 2003
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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* 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).
Schedule 13G PAGE 2 OF 9
CUSIP No. 530129105
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OZ Management, L.L.C.
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [x]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF (5) SOLE VOTING POWER
10,096,480
SHARES
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BENEFICIALLY (6) SHARED VOTING POWER
0
OWNED BY --------------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
10,096,480
REPORTING --------------------------------------------------------------
PERSON WITH (8) SHARED DISPOSITIVE POWER
0
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
10,096,480
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(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
9.7%
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(12) TYPE OF REPORTING PERSON
00/IA
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Schedule 13G PAGE 3 OF 9
CUSIP No. 530129105
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Daniel S. Och
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [x]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF (5) SOLE VOTING POWER
10,096,480
SHARES
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BENEFICIALLY (6) SHARED VOTING POWER
0
OWNED BY --------------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
10,096,480
REPORTING --------------------------------------------------------------
PERSON WITH (8) SHARED DISPOSITIVE POWER
0
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
10,096,480
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(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
9.7%
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(12) TYPE OF REPORTING PERSON
IN
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Schedule 13G PAGE 4 OF 9
CUSIP No. 530129105
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OZ Master Fund, Ltd.
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [x]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF (5) SOLE VOTING POWER
9,616,343
SHARES
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BENEFICIALLY (6) SHARED VOTING POWER
0
OWNED BY _____________________________________________________________
EACH (7) SOLE DISPOSITIVE POWER
9,616,343
REPORTING ______________________________________________________________
PERSON WITH (8) SHARED DISPOSITIVE POWER
0
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
9,616,343
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(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
9.2%
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(12) TYPE OF REPORTING PERSON
CO
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Schedule 13G PAGE 5 OF 9
ITEM 1(a). NAME OF ISSUER:
LIBERATE TECHNOLOGIES
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
2 Circle Star Way, San Carlos, CA 94070-6200
ITEM 2(a). NAME OF PERSON FILING:
This statement is filed by:
(i) OZ Management, L.L.C. ("OZ"), a Delaware limited liability
company, with respect to the Securities beneficially owned by it;
(ii) Daniel S. Och, Senior Managing Member of OZ, with respect to the
Securities held by OZ Master Fund, Ltd. and certain managed
accounts; and
(iii) OZ Master Fund, Ltd. ("OZMD"), a Cayman company, with respect to
the Securities owned by it.
The foregoing persons are hereinafter sometimes collectively
referred to as the "Reporting Persons." Any disclosures herein
with respect to persons other than the Reporting Persons are made
on information and belief after making inquiry to the appropriate
party.
Schedule 13G PAGE 6 OF 9
ITEM 2(b). ADDRESS OF PRINCIPAL OFFICE OR, IF NONE, RESIDENCE:
The business address of each of the Reporting Persons is 9 West
57th Street, 39th Floor, New York, New York 10019.
ITEM 2(c). CITIZENSHIP:
OZ is a Delaware limited liability company and OZMD is a company
organized in the Cayman Islands. Daniel S. Och is a United States citizen.
ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, $.01 par value
ITEM 2(e). CUSIP NUMBER: 530129105
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO 13d-1(b) OR 13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act of 1940
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940: see Rule 13d-
1(b)(1)(ii)(E)
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with Rule 13d-
1(b)(ii)(G);
(h) [ ] Savings Associations as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] Church Plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act of 1940;
Schedule 13G PAGE 7 OF 9
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
IF THIS STATEMENT IS FILED PURSUANT TO Rule 13d-1(c), CHECK THIS
BOX. [x]
ITEM 4. OWNERSHIP.
OZ serves as principal investment manager to a number of
discretionary accounts and investment entities with respect to
which it has voting and dispositive authority over the Securities
reported in this Schedule 13G, including OZMD. Mr. Daniel S. Och
is the Senior Managing Member of OZ. As such, he may be deemed to
control such entity and therefore be the beneficial owner of the
Securities in this Schedule 13G.
A. OZ
(a) Amount beneficially owned: 10,096,480
(b) Percent of class: 9.7%
(All percentages herein are based on 103,758,076 shares of Common
Stock reported to be outstanding as of September 3, 2002 as
reflected in the Company's Proxy Statement on Form DEF 14A filed
with the Securities and Exchange Commission by the Company on
September 13, 2002.)
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
10,096,480
(ii) shared power to vote or to direct the vote
0
(iii) sole power to dispose or to direct the disposition of
10,096,480
(iv) shared power to dispose or to direct the disposition of
0
B. Daniel S. Och
(a) Amount beneficially owned: 10,096,480
(b) Percent of class: 9.7%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
10,096,480
(ii) shared power to vote or to direct the vote
0
(iii) sole power to dispose or to direct the disposition
of 10,096,480
(iv) shared power to dispose or to direct the disposition
of 0
Schedule 13G PAGE 8 OF 9
C. OZMD
(a) Amount beneficially owned: 9,616,343
(b) Percent of class: 9.2%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
9,616,343
(ii) shared power to vote or to direct the vote
0
(iii) sole power to dispose or to direct the disposition
of 9,616,343
(iv) shared power to dispose or to direct the disposition
of 0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
IF THIS STATEMENT IS BEING FILED TO REPORT THE FACT THAT AS OF THE
DATE HEREOF THE REPORTING PERSON HAS CEASED TO BE THE BENEFICIAL OWNER
OF MORE THAN 5% OF THE CLASS OF SECURITIES CHECK THE FOLLOWING [ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
OZ serves as principal investment manager to a number of
discretionary accounts and investment entities with respect to
which it has voting and dispositive authority over the Securities
reported in this Schedule 13G, including OZMD. Mr. Daniel S. Och
is the Senior Managing Member of OZ. As such, he may be deemed to
control such entity and therefore be the beneficial owner of the
Securities in this Schedule 13G.
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.
Schedule 13G PAGE 9 OF 9
ITEM 10. CERTIFICATION. (if filing pursuant to Rule 13d-1(c))
Each of the Reporting Persons hereby make the following certification:
By signing below each Reporting Person certifies that, to the best of
its 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 not held
in connection with or as a participant in any transaction having that purpose or
effect.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
DATED: July __, 2003 /s/ Daniel S. Och,
DANIEL S. OCH, individually and as Senior
Managing Member of OZ Management, L.L.C.,
and on behalf of OZ Master Fund, Ltd.