-----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, HqeLNxgdVHzJLx1epudhZMN/obNi2EFyo6xlsbkT6Q4B7l40tlQBDT25klDK3kmX jDT2/ich3EXtTFcmlnUHiw== 0000889812-97-000121.txt : 19970127 0000889812-97-000121.hdr.sgml : 19970127 ACCESSION NUMBER: 0000889812-97-000121 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970124 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SCAN GRAPHICS INC CENTRAL INDEX KEY: 0000764843 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 954091769 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-38705 FILM NUMBER: 97510377 BUSINESS ADDRESS: STREET 1: 700 ABBOTT DR CITY: BROOMALL STATE: PA ZIP: 19008-4373 BUSINESS PHONE: 6103281040 MAIL ADDRESS: STREET 1: 700 ABBOTT DR CITY: BROOMALL STATE: PA ZIP: 19008 FORMER COMPANY: FORMER CONFORMED NAME: CAPTIVE VENTURE CAPITAL INC DATE OF NAME CHANGE: 19870519 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HUBERFELD LAURA BODNER NAOMI PARTNERSHIP CENTRAL INDEX KEY: 0001016866 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 152 WEST 57TH ST CITY: NEW YORK STATE: NY ZIP: 10019 MAIL ADDRESS: STREET 1: 152 WEST 57TH ST. CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D/A 1 AMENDMENT NO. 2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* SCAN-GRAPHICS, INC. (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 805893 302 (CUSIP Number) Laura Huberfeld/Naomi Bodner 152 West 57th Street, New York, New York 10019 212-581-0500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 8, 1997 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement of Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-I(b)(3) or (4), check the following box [ ] Check the following box if a fee is being paid with the statement. [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7) NOTE: Six copies of this statement, including all exhibits should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. (Continued on following pages) (Page 1 of 4 Pages) *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 on 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 2 of 4 Pages Schedule 13D CUSIP No. 805893 302 13D ---------- 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Laura Huberfeld/Naomi Bodner Partnership 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York 7. SOLE VOTING POWER 230,537 NUMBER OF SHARES BENEFICIALLY 8. SHARED VOTING POWER OWNED BY -0- EACH REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 617,637 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 617,637 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.59% 14. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT Page 3 of 4 Pages This statement constitutes Amendment No. 2 to the statement on Schedule 13D filed with the Securities and Exchange Commission on April 24, 1996 (the "Original Statement"), as amended by Amendment No.1 filed on September 19, 1996 ("Amendment No. 1"), of the Laura Huberfeld/Naomi Bodner Partnership (the "Partnership"). All defined terms hereunder have the meanings set forth in the Original Statement and Amendment No. 1, respectively. This Amendment No. 2 reflects certain material changes in the information set forth in the Original Statement and Amendment No. 1, as follows: Item 5. Interest in Securities of the Issuer. (a) The Partnership is the beneficial owner of 230,537 shares of Common Stock and Warrants to purchase an additional 387,100 shares of Common Stock. Assuming that the total number of outstanding shares of the Company's Common Stock is 13,450,000 (as of 9/30/96) prior to the exercise of the Warrants and that all the Warrants are exercised, the Partnership would own 4.59% of the Company's Common Stock. (c) The following sale transactions were effected by the Partnership in the Company's Common Stock during the past sixty days: Purchase or Date Sale Amount Price per Share - ---- ---- ------ --------------- 1/6/97 Sale 10,000 4.0625 1/7/97 Sale 28,000 3.9487 1/8/97 Sale 75,000 3.89 1/8/97 Sale 34,000 3.98 ------ Total 147,000 (e) On January 8, 1997, the Partnership ceased to be the beneficial owner of more than 5% of the Company's Common Stock. Page 4 of 4 Pages SIGNATURES After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: January 14, 1997 LAURA HUBERFELD/NAOMI BODNER PARTNERSHIP By: /s/ Laura Huberfeld Title: General Partner -----END PRIVACY-ENHANCED MESSAGE-----