-----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, RttEGjpjNjMTBu4XBnJ9ySAuHPWA+NNlfSbaUr/2kxVoQMkElQ5aUjW9Vtie4Fiz 9Roeaq0IHdzsewBL2hmNUg== 0000893750-00-000104.txt : 20000215 0000893750-00-000104.hdr.sgml : 20000215 ACCESSION NUMBER: 0000893750-00-000104 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SCIENTIFIC LEARNING CORP CENTRAL INDEX KEY: 0001042173 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 943234458 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-58137 FILM NUMBER: 544189 BUSINESS ADDRESS: STREET 1: 1995 UNIVERSITY AVENUE STREET 2: STE 400 CITY: BERKELEY STATE: CA ZIP: 94704 BUSINESS PHONE: 5106659700 MAIL ADDRESS: STREET 1: 1995 UNIVERSITY AVENUE STREET 2: SUITE 400 CITY: BERKELEY STATE: CA ZIP: 94704 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LF SL HOLDING LLC CENTRAL INDEX KEY: 0001106233 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 30 ROCKERFELLER PLAZA 63RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2126326667 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __________)1 Scientific Learning Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 808760 10 2 (CUSIP Number) February 14, 2000 (Date of Event Which Requires Filing of this Statement) 1 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 the 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 ("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. 808760 10 2 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LF SL Holding LLC (Federal i.d. no. 13-4039364) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) /x/ 3 SEC USE ONLY 4 Citizenship or Place of Organization: Delaware 5 Sole Voting Power: 555,555 NUMBER OF SHARES BENEFICIALLY 6 Shared Voting Power: Not applicable OWNED BY EACH 7 Sole Dispositive Power: 555,555 REPORTING PERSON WITH 8 Shared Dispositive Power: Not applicable 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 555,555 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 5.3% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTION BEFORE FILLING OUT! SCHEDULE 13G Item 1(a). Name of Issuer: SCIENTIFIC Learning Corporation Item 1(b). Address of Issuer's Principal Executive Offices: 1995 University Avenue Suite 400 Berkeley, California 94704 Item 2(a). Name of Persons Filing: LF SL Holding LLC Item 2(b). Address of Principal Business Office or, if None, Residence: 30 Rockefeller Plaza, 63rd Floor New York, New York 10020 Item 2(c). Citizenship: Delaware Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 808760 10 2 Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b), Check Whether the Person Filing is a: (a) / / Broker or dealer registered under Section 15 of the Act. (b) / / Bank as defined in section 3(a)(6) of the Act. (c) / / Insurance company as defined in Section 3(a)(19) of the Act. (d) / / Investment company registered under Section 8 of the Investment Company Act. (e) / / An investment adviser registered under section 203 of the Investment Advisers Act of 1940 (f) / / Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1 (b)(1) (ii)(F) (g) / / Parent Holding Company in accordance with Section 240.13d-1(b)(ii)(G) (Note: See Item 7) (h) / / Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) Not applicalbe Item 4. Ownership. (a) Amount Beneficially Owned LF SL Holding, LLC ("LFSL") is a Delaware limited liability corporation. LFSL has sole voting and dispositive power with respect to 555,555 shares of Common Stock. (b) Percent of Class See Item 11 of cover page. (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote See Item 5 of cover page. (ii) shared power to vote or to direct the vote See Item 6 of cover page. (iii) sole power to dispose or to direct the disposition of See Item 7 of cover page. (iv) shared power to dispose or to direct the disposition of See Item 8 of cover page. Item 5. Ownership of Five Percent or Less of a Class Not applicable Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not applicable Item 8. Identification and Classification of Members of the Group. Not applicable Item 9. Notice of Dissolution of Group. Not applicable Item 10. Certification Not applicable SIGNATURES 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. LF SL HOLDING, LLC By: /s/ David A. Tanner -------------------------- Name: David A. Tanner Title: Authorized Person Dated: February 14, 2000 -----END PRIVACY-ENHANCED MESSAGE-----