UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                 SCHEDULE 13D

                  UNDER THE SECURITIES EXCHANGE ACT OF 1934

                              (FINAL AMENDMENT)*

                                Incomnet, Inc.
- - ------------------------------------------------------------------------------
                               (Name of Issuer)

                                Common Stock,
- - ------------------------------------------------------------------------------
                                 No Par Value
- - ------------------------------------------------------------------------------
                        (Title of Class of Securities)

                                 453365-20-7
- - ------------------------------------------------------------------------------
                                (CUSIP Number)

                            David K. Robbins, Esq.
                   Fried, Frank, Harris, Shriver & Jacobson
                      350 South Grand Avenue, 32nd Floor
                            Los Angeles, CA 90071
                                (213) 473-2000
- - -------------------------------------------------------------------------------
 (Name, Address and Telephone Number of Persons Authorized to Receive Notices
                             and Communications)

                                March 9, 1998
- - ------------------------------------------------------------------------------
           (Date of Event which Requires Filing of this Statement)


If the filing  person has  previously  filed a statement  on  Schedule  13G to
report the  acquisition  which is the  subject of this  Schedule  13D,  and is
filing this schedule  because of Rule  13d-1(b)(3) or (4), check the following
box |_|.

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.

*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).


            This  statement  amends a  Schedule  13D filed by David  Wilstein,
Leonard  Wilstein,  Jack  Gilbert and Richard M.  Horowitz on or about May 15,
1997, as amended by Amendment No. 1 filed by the foregoing  persons and Robert
Epstein  (collectively,  the  Reporting  Persons") on or about August 15, 1997
(collectively,  the "Amended  Schedule  13D").  The  securities  to which this
statement relates are Shares of Common Stock, no par value ("Common  Shares"),
of Incomnet, Inc., a California corporation  ("Incomnet"),  with its principal
executive  offices located at 21031 Ventura  Boulevard,  Suite 1100,  Woodland
Hills, California 91364.

            The  purpose of this  statement  is to report  that the  Reporting
Persons may no longer be deemed to  constitute  a group  within the meaning of
Section 13(d)(3)  of the Act.  Prior  disclosure  in the Amended  Schedule 13D
inconsistent with this statement is hereby superseded.

           Items 4 and 5 of the Amended Schedule 13D are hereby amended to
add the following:

ITEM 4.     PURPOSE OF TRANSACTION.
            -----------------------

           Previously,   the   Reporting   Persons,   dissatisfied   with  the
performance  of the Common  Shares over the last several  years,  entered into
discussions  with each other and/or with Incomnet to explore ways in which the
Reporting  Persons could contribute to Incomnet in order to enhance values for
all  its  shareholders.  Consequently,  two of the  Reporting  Persons  (David
Wilstein and Mr.  Horowitz)  and Stanley C.  Weinstein  were  appointed to the
Board of  Directors  of  Incomnet.  As a result  of  those  appointments,  the
common  objectives  of the  Reporting  Persons  have  been  fulfilled.  At the
present time,  the Reporting  Persons have no common  objectives,  or plans to
develop common  objectives,  as a group and are not acting together,  and have
no plans to act  together,  for the purpose of acquiring,  holding,  voting or
disposing of the Common Shares.

ITEM 5.    INTERESTS IN SECURITIES OF THE ISSUER.
           --------------------------------------

            Because  the  Reporting   Persons  may  no  longer  be  deemed  to
constitute  a group,  the  provisions  of Rule  13d-5(b)(1)  under  the Act no
longer apply to the Reporting  Persons,  and none of the Reporting Persons may
be deemed to  beneficially  own any equity  securities of any other  Reporting
Person  by virtue of that  rule.  Further,  each  Reporting  Person  disclaims
beneficial  ownership  of  the  Common  Shares  held  by the  other  Reporting
Persons.  Consequently,  none  of  the  Reporting  Persons  may be  deemed  to
beneficially  own more than five  percent  (5%) of the  equity  securities  of
Incomnet,   and  none  of  the  Reporting   Persons  has  any  further  filing
obligations under Section 13(d) of the Act at this time.


                                  Signatures

      After  reasonable  inquiry and to the best of our  knowledge and belief,
we certify that the information set forth in this statement is true,  complete
and correct.

Date: March 9, 1998


                                    /s/ David Wilstein
                                    --------------------------------------
                                    DAVID WILSTEIN


                                    /s/ Leonard Wilstein
                                    --------------------------------------
                                    LEONARD WILSTEIN


                                    /s/ Jack Gilbert
                                    --------------------------------------
                                    JACK GILBERT


                                    /s/ Richard M. Horowitz
                                    --------------------------------------
                                    RICHARD M. HOROWITZ


                                    /s/ Robert Epstein
                                    --------------------------------------
                                    ROBERT EPSTEIN