-----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, HeDrgatNl130m1ukBKtR3mpBeEaFcDDMFz7zm4fIP3fkHvOvdjIDvtGVW4kYdSuU EKVK1FsFQjTQxEWPyA8kCg== 0001144204-04-001070.txt : 20040209 0001144204-04-001070.hdr.sgml : 20040209 20040209155316 ACCESSION NUMBER: 0001144204-04-001070 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040209 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FRONT PORCH DIGITAL INC CENTRAL INDEX KEY: 0001025707 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 860793960 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-78214 FILM NUMBER: 04578043 BUSINESS ADDRESS: STREET 1: 1810 CHAPEL AVE W STREET 2: SUITE 130 CITY: CHERRY HILL STATE: NJ ZIP: 08002 BUSINESS PHONE: 8566333500 MAIL ADDRESS: STREET 1: 1810 CHAPEL AVE W STREET 2: SUITE 130 CITY: CHERRY HILL STATE: NJ ZIP: 08002 FORMER COMPANY: FORMER CONFORMED NAME: EMPIRE COMMUNICATIONS CORP DATE OF NAME CHANGE: 19980327 FORMER COMPANY: FORMER CONFORMED NAME: LITIGATION ECONOMICS INC DATE OF NAME CHANGE: 19961022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RICE MARK A CENTRAL INDEX KEY: 0001113302 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 666 DUNDEE ROAD SUITE 1901 CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 8475092290 MAIL ADDRESS: STREET 1: 666 DUNDEE ROAD SUITE 1901 CITY: NORTHBROOK STATE: IL ZIP: 60062 SC 13G 1 sc13g.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) FRONT PORCH DIGITAL, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 359014107 ---------- (CUSIP Number) October, 22,2003 -----------, (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) / X / Rule 13d-1(c) /___/ 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 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). CUSIP No. - -------------------------------------------------------------------------------- 1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only) MARK A. RICE/RICE OPPORTUNITY FUND, LLC - -------------------------------------------------------------------------------- 2) Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) [ ] - -------------------------------------------------------------------------------- 3) SEC Use Only - -------------------------------------------------------------------------------- 4) Citizenship or Place of Organization DELAWARE - -------------------------------------------------------------------------------- Number of Shares 5) Sole Voting Power 4,119,949(if convertible note is converted into common stock) Beneficially --------------------------------------------------- Owned by Each 6) Shared Voting Power Reporting --------------------------------------------------- Person With 7) Sole Dispositive Power --------------------------------------------------- 8) Shared Dispositive Power - -------------------------------------------------------------------------------- 9) Aggregate Amount Beneficially Owned by Each Reporting Person 4,119,949 - -------------------------------------------------------------------------------- 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] N/A - -------------------------------------------------------------------------------- 11) Percent of Class Represented by Amount in Item 9 9.9% - -------------------------------------------------------------------------------- 12) Type of Reporting Person (See Instructions) OO - -------------------------------------------------------------------------------- ITEM 1. (A) NAME OF ISSUER FRON PORCH DIGITAL, INC. (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE 3005 47TH STREET, SUITE F3, BOULDER, CO 80301 ITEM 2. (A) NAME OF PERSONS FILING MARK A. RICE/RICE OPPORTUNITY FUND, LLC (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR IF NONE, RESIDENCE 666 DUNDEE ROAD, SUITE 1901 NORTHBROOK, IL 60062 (C) CITIZENSHIP DELAWARE (D) TITLE OF CLASS OF SECURITIES COMMON STOCK, PAR VALUE $.001 PER SHARE (E) CUSIP NUMBER 359014107 ITEM 3. If this statement is filed pursuant to rule 240.13d- 1(b), or 240.13d-2(b) or (c), check whether the person filing is a: (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)(1)(ii)(G) (h) ___ A savings association 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 section 240.13d-1(b)(1)(ii)(J). ITEM 4. OWNERSHIP. Mark A. Rice is the Managing Member of Minamax, LLC. Minamax, LLC is the Managing Member of Rice Opportunity Fund, LLC. Rice Opportunity Fund, LLC beneficially owns 4,119,949 common stock shares of Front Porch Digital, Inc. which represents 9.9% of aggregate outstanding shares of the issuer. Of the common shares, Rice Opportunity Fund, LLC owns 3,655,429 shares. Additionally, Rice Opportunity Fund LLC owns a convertible note in the principal amount of $150,000. This note contain a blocker provision such that Rice Opportunity Fund, LLC cannot convert this note into shares that would result in Rice Opportunity Fund, LLC owning in excess of 9.9% of the common stock. Upon full conversion, this note convert into 3,571,428 common shares. Mark A. Rice has sole power to vote or direct the vote of the entire holding and has sole power to dispose of or direct the disposal of the entire shareholding. 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: 4,119,949 (UPON PARTIAL CONVERSION OF NOTE) (b) Percent of class: 9.9%(UPON PARTIAL CONVERSION OF DEBT) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 4,119,949(UPON PARTIAL CONVERSION OF NOTE) (ii) Shared power to vote or to direct the vote: N/A (iii) Sole power to dispose or to direct the disposition of: N/A (iv) Shared power to dispose or to direct the disposition of: N/A 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 N/A ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY N/A ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP N/A ITEM 9. NOTICE OF DISSOLUTION OF GROUP N/A ITEM 10. CERTIFICATION. By signing below we certify that, to the best of our 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. Dated: By: /s/ MARK A. RICE ---------------------------- Name: MARK A. RICE, MANAGER Title: MINAMAX, LLC THE MANAGING MEMBER -----END PRIVACY-ENHANCED MESSAGE-----