FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/18/2004 |
3. Issuer Name and Ticker or Trading Symbol
FRONT PORCH DIGITAL INC [ FPDI.OB ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, par value $0.001 per share | 464,890 | I(1) | Through a limited partnership(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Preferred Stock, par value $0.001 per share | (3) | (4) | Common Stock, par value $0.001 per share | 482,136 | $0.63 | I(5) | Through a limited partnership(6) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Except for 522 Fifth Avenue Fund, L.P. (the "Fund") which directly holds the securities in Table I(2) (the "Shares"). 522 Fifth Avenue Corporation is the general partner of the Fund (the "General Partner"). The General Partner is a wholly-owned subsidiary of J.P. Morgan Investment Management Inc. ("JPMIM"). |
2. JPMIM and the General Partner have no direct pecuniary interest in the Shares. Each of JPMIM and the General Partner may be deemed to beneficially own an indirect pecuniary interest in the Shares. Each of JPMIM and the General Partner disclaim beneficial ownership in the Shares except to the extent ultimately realized. |
3. Immediately convertible. |
4. Not applicable. |
5. Except for the Fund which directly holds the securities in Table II(3) (the "Preferred Shares"). |
6. JPMIM and the General Partner have no direct pecuniary interest in the Preferred Shares. Each of JPMIM and the General Partner may be deemed to beneficially own an indirect pecuniary interest in the Preferred Shares. Each of JPMIM and the General Partner disclaim beneficial ownership in the Preferred Shares except to the extent ultimately realized. |
Remarks: |
Each of the reporting persons may be considered to be a member of a group (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended and Rule 13d-5(b) thereunder) that owns more than 10% of the issuer's outstanding common stock, par value $0.001 (the "Common Stock"). Except as set forth in footnotes 1 and 2 below, each reporting person disclaims beneficial ownership of the shares of Common Stock owned by the other members of the group. |
Robert Kiss, Managing Director | 08/30/2004 | |
Robert Kiss, Managing Director, on behalf of J.P. Morgan Investment Management Inc., the investment advisor to 522 Fifth Avenue Fund, L.P. | 08/30/2004 | |
Robert Kiss, Vice President | 08/30/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |