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, PnvZgn9uTcHstfydLYxrZMxmdwryWqhlSakQW8evUEflNJ0Jj2ohyiciYiV35xcz 05JKNq4i17+7ygushyPsRw== 0001193125-08-009927.txt : 20080123 0001193125-08-009927.hdr.sgml : 20080123 20080122213652 ACCESSION NUMBER: 0001193125-08-009927 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080123 DATE AS OF CHANGE: 20080122 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KBL Healthcare Acquisition Corp III CENTRAL INDEX KEY: 0001388356 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 208191477 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-83024 FILM NUMBER: 08543249 BUSINESS ADDRESS: STREET 1: 380 LEXINGTON AVENUE STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10168 BUSINESS PHONE: 212-319-5555 MAIL ADDRESS: STREET 1: 380 LEXINGTON AVENUE STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10168 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KRAUSS MARLENE CENTRAL INDEX KEY: 0001033308 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: BUSINESS PHONE: 8003827111 MAIL ADDRESS: STREET 1: C/O KBL HEALTHCARE INC STREET 2: 645 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 dsc13g.htm SCHEDULE 13G Schedule 13G

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No. )*

KBL HEALTHCARE ACQUISITION CORP. III

(Name of Issuer)

Common Stock, $0.0001 par value

(Title of Class of Securities)

48241N107

(CUSIP Number)

December 31, 2007

(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 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 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).

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1		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Marlene Krauss
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 SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5 SOLE VOTING POWER 945,857 Shares
		6 SHARED VOTING POWER 180,000
		7 SOLE DISPOSITIVE POWER 945,857 Shares
		8 SHARED DISPOSITIVE POWER 180,000


9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,125,857 Shares
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN

* See instructions before filling out.

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Item 1

(a).

Name of Issuer:

KBL Healthcare Acquisition Corp. III (“Issuer”)

Item 1

(b).

Address of Issuer’s Principal Executive Offices:

380 Lexington Avenue, 31st Floor, New York, New York 10168

Item 2

(a).

Name of Persons Filing:

Marlene Krauss (“Krauss”)

Item 2

(b).

Address of Principal Business Office or, if None, Residence:

The principal business address of Krauss is 380 Lexington Avenue, 31st Floor, New York, New York 10168

Item 2

(c).

Citizenship:

Krauss is a United States citizen

Item 2

(d).

Title of Class of Securities:

Common Stock, par value $.0001 per share

Item 2

(e).

CUSIP Number:

48241N107

Item 3.

If This Statement is Filed Pursuant to Rules 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 Exchange Act;

(b)

Bank as defined in Section 3(a)(6) of the Exchange Act;

(c)

Insurance company as defined in Section 3(a)(19) of the Exchange Act;

(d)

Investment company registered under Section 8 of the Investment Company Act;

(e)

An investment adviser in accordance with Rule 13d-1(b)(ii)(E);

(f)

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G)

(h)

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

(j)

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

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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:

		Krauss beneficially owns 1,125,857 shares of common stock, including 60,000 shares of common stock held by each of the Olivia Jade Berk-Krauss Trust u/a dated July 27, 1998, The Juliana Pearl Berk-Krauss Trust u/a dated July 27, 1998 and the Alexander Maxwell Berk-Krauss Trust u/a dated July 27, 1998, trusts established for the benefit of Krauss’s children. The trustee of these trusts is Mel Miller. This amount does not include (i) 75,000 shares of common stock that Krauss may receive in the event certain vesting provisions are not met pursuant to an agreement with Eli Berk, Krauss’s adult stepson; (ii) 6,000 shares of common stock that Krauss may receive in the event certain vesting provisions are not met pursuant to an agreement with Sandra Santos; and (iii) 945,857 shares of common stock beneficially owned by Krauss’s husband as Krauss disclaims beneficial ownership over those shares. This amount also does not include 300,000 shares of common stock issuable upon exercise of private placement warrants held by Krauss, none of which are currently exercisable and will not become exercisable within 60 days.

	(b)	Percent of Class:

		5.4%

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

		(i)	Sole power to vote or to direct the vote:

			945,857 shares of common stock

		(ii)	Shared power to vote or to direct the vote:

			180,000 shares of common stock

		(iii)	Sole power to dispose or to direct the disposition of:

			945,857 shares of common stock

		(iv)	Shared power to dispose or to direct the disposition of:

			180,000 shares of common stock

	Instruction: For computations regarding securities which represent a right to acquire an underlying security see Rule 13d-3(d)(1).

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.

	None.

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Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

		None.

Item 8.		Identification and Classification of Members of the Group.

		None.

Item 9.		Notice of Dissolution of Group.

		None.

Item 10.		Certifications.

		None.

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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: January 22, 2008

/s/ Marlene Krauss

Marlene Krauss

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