SEC FORM 3

SEC Form 3

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^*

CLEVELAND RUSSELL

(Last)

(First)

(Middle)

8080 N CENTRAL EXPWY

STE 210 LB 59

(Street)

DALLAS

75206

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/04/2004

3. Issuer Name and Ticker or Trading Symbol
CAMINOSOFT CORP [ CMSF ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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	3,539,414	I	Securities held by Renaissance Capital Growth & Income Fund III, Inc.⁽¹⁾
Common Stock	2,657,748	I	Securities held by Renaissance US Growth Investment Trust PLC⁽¹⁾
Common Stock	1,963,981	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Warrants	04/18/1998	08/12/2005	Common Stock	500,000	$1	I	Securities held by Renaissance Capital Growth & Income Fund III, Inc.⁽¹⁾
Option	09/28/2001	09/28/2004	Common Stock	53,300	$3.625	I	Securities held by Renaissance Capital Growth & Income Fund III, Inc.⁽¹⁾
Option	09/28/2001	09/28/2004	Common Stock	11,700	$3.625	I	Securities held by Renaissance Capital Group, Inc.⁽¹⁾
Warrants	12/18/2003	12/18/2008	Common Stock	540,540	$0.74	I	Securities held by Renaissance Capital Growth & Income Fund III, Inc.⁽¹⁾
Warrants	12/18/2003	12/18/2008	Common Stock	540,541	$1.11	I	Securities held by Renaissance Capital Growth & Income Fund III, Inc.⁽¹⁾
Warrants	12/18/2003	12/18/2008	Common Stock	540,540	$0.74	I	Securities held by Renaissance US Growth Investment Trust PLC⁽¹⁾
Warrants	12/18/2003	12/18/2008	Common Stock	540,541	$1.11	I	Securities held by Renaissance US Growth Investment Trust PLC⁽¹⁾
Warrants	12/18/2003	12/18/2008	Common Stock	540,540	$0.74	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
Warrants	12/18/2003	12/18/2008	Common Stock	540,541	$1.11	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$127,000 6% Convertible Debenture	12/18/2002	11/27/2005	Common Stock	158,568	$0.806	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$197,000 6% Convertible Debenture	01/15/2003	11/27/2005	Common Stock	218,889	$0.9	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$170,000 6% Convertible Debenture	02/18/2003	11/27/2005	Common Stock	215,190	$0.79	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$150,000 6% Convertible Debenture	03/18/2003	11/27/2005	Common Stock	243,902	$0.615	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$66,000 6% Convertible Debenture	04/23/2003	11/27/2005	Common Stock	157,142	$0.42	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$100,000 6% Convertible Debenture	05/07/2003	11/27/2005	Common Stock	204,081	$0.49	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$90,000 6% Convertible Debenture	05/28/2003	11/27/2005	Common Stock	187,500	$0.48	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$100,000 6% Convertible Debenture	06/25/2003	11/27/2005	Common Stock	204,081	$0.49	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾
$750,000 6% Convertible Debenture	07/30/2003	11/27/2005	Common Stock	1,500,000	$0.5	I	Securities held by BFS US Special Opportunities Trust PLC⁽¹⁾

Explanation of Responses:

1. The Reporting Person is an executive officer of Renaissance Capital Group, Inc., which is the Investment Adviser to Renaissance Capital Growth & Income Fund III, Inc., and BFS US Special Opportunities Trust PLC, and the Investment Manager for Renaissance US Growth Investment Trust PLC, and may therefore be deemed the beneficial owner of such securities. The Reporting Person disclaims such beneficial ownership.

	Russell Cleveland	02/16/2004
	** 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.