Amendment No. 1 to Schedule 13G

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CZTjMVdNMcbuJK4SzqRneUi3KIqvYQVbC9f+EAjc4bncooK3cMEvtrMIHwKf2O4J e6t0Ev0bRTVadMdcJ3/wew== 0001193125-06-031687.txt : 20060214 0001193125-06-031687.hdr.sgml : 20060214 20060214171809 ACCESSION NUMBER: 0001193125-06-031687 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Litvack Frank CENTRAL INDEX KEY: 0001310715 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: (650) 614-4100 MAIL ADDRESS: STREET 1: C/O CONOR MEDSYSTEMS, INC. STREET 2: 1003 HAMILTON COURT CITY: MENLO PARK STATE: CA ZIP: 94025 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CONOR MEDSYSTEMS INC CENTRAL INDEX KEY: 0001108271 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 943350973 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80418 FILM NUMBER: 06617246 BUSINESS ADDRESS: STREET 1: 1003 HAMILTON COURT CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-4100 MAIL ADDRESS: STREET 1: 1003 HAMILTON COURT CITY: MENLO PARK STATE: CA ZIP: 94025 SC 13G/A 1 dsc13ga.htm AMENDMENT NO. 1 TO SCHEDULE 13G Amendment No. 1 to Schedule 13G


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Conor Medsystems, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

208264 10 1

(CUSIP Number)

December 31, 2005

(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)

¨ Rule 13d-1(c)

x 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).

Page 1 of 5 pages

CUSIP No. 208264 10 1


1.		Name of Reporting Persons I.R.S. Identification No(s). of above person(s) (entities only) Frank Litvack
2.		Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b)
3.		SEC USE ONLY
4.		Citizenship or Place of Organization United States

Number of

Beneficially

Owned by

Each

Reporting

Person

With:

5. Sole Voting Power

2,073,020 (1)

6. Shared Voting Power

196,050 (2)

7. Sole Dispositive Power

2,073,020 (1)

8. Shared Dispositive Power

196,050 (2)


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 2,269,070
10.		Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
11.		Percent of Class Represented by Amount in Row (9) 6.3%
12.		Type of Reporting Person (See Instructions) IN

(1)	Consists of shares issuable pursuant to options exercisable within 60 days of December 31, 2005.

(2)

Consists of 72,850 shares held by the Litvack Curtis Family Trust dated October 4, 1990 and 123,200 shares held by Calmedica LLC. This Statement shall not be deemed an admission that such person is, for the purposes of Sections 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by the Statement.

Page 2 of 5 pages

Item 1.

(a)

Name of Issuer

Conor Medsystems, Inc.

(b)

Address of Issuer’s Principal Executive Offices

1003 Hamilton Court

Menlo Park, CA 94025

Item 2.

(a)

Name of Person Filing

Frank Litvack

(b)

Address of Principal Business Office or, if none, Residence

1003 Hamilton Court

Menlo Park, CA 94025

(c)

Citizenship

USA

(d)

Title of Class of Securities

Common Stock

(e)

CUSIP Number

208264 10 1

Item 3.

If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

Not Applicable

(a)

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

A parent holding company or control person in accordance with §240.13d-1(b)(ii)(G);

(h)

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

Group, in accordance with §240.13d-1(b)(1)(ii)(J)



Item 4.	Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

	(a)	Amount Beneficially Owned: 2,269,070

	(b)	Percent of Class: 6.3%

	(c)	Number of shares as to which the person has:

		(i)	Sole power to vote or to direct the vote: 2,073,020 (1)

		(ii)	Shared power to vote or to direct the vote: 196,050 (2)

		(iii)	Sole power to dispose or to direct the disposition of: 2,073,020 (1)

		(iv)	Shared power to dispose or to direct the disposition of: 196,050 (2)

Page 3 of 5 pages



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 five percent of the class of securities, check the following ¨.

Item 6.	Ownership of More than Five Percent on Behalf of Another Person If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See footnote 2 to Item 4.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. Not Applicable If a parent holding company or Control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.

Item 8.	Identification and Classification of Members of the Group Not Applicable If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.

Item 9.	Notice of Dissolution of a Group Not Applicable Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.

Item 10.	Certification

	Not Applicable

	(a)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):

			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.

	(b)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):

			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.

(1)	Consists of shares issuable pursuant to options exercisable within 60 days of December 31, 2005.

(2)

Page 4 of 5 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.

February 14, 2006

Date

/s/ Frank Litvack

Signature

Frank Litvack

Name/Title

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.

Attention:

Intentional misstatements or omissions of fact constitute Federal criminal violations

(See 18 U.S.C. 1001)

Page 5 of 5 pages

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