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* CRESCENDO PARTNERS II LP (Last) (First) (Middle) 10 EAST 53RD STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/22/2005	3. Issuer Name and Ticker or Trading Symbol COMPUTER HORIZONS CORP [ CHRZ ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) See Explanation of Responses	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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, $.10 par value	2,401,600	D(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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* CRESCENDO PARTNERS II LP (Last) (First) (Middle) 10 EAST 53RD STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See Explanation of Responses

1. Name and Address of Reporting Person* CRESCENDO INVESTMENTS II LLC (Last) (First) (Middle) 10 EAST 53RD STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See Explanation of Responses

1. Name and Address of Reporting Person* ROSENFELD ERIC (Last) (First) (Middle) 10 EAST 53RD STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See Explanation of Responses

Explanation of Responses:

1. This Form 3 is filed jointly by Eric Rosenfeld, Crescendo Investments II, LLC ("Crescendo LLC") and Crescendo Partners II, L.P., Series R ("Crescendo LP"). Mr. Rosenfeld, Crescendo LLC and Crescendo LP are members of a Section 13(d) group that owns more than 10% of the Issuer's outstanding common stock. The securities reported in this Form 3 are owned directly by Crescendo LP, and owned indirectly by Crescendo LLC by virtue of it being the general partner of Crescendo LP and by Mr. Rosenfeld by virtue of his position as the managing member of Crescendo LLC. Crescendo LLC and Mr. Rosenfeld disclaim beneficial ownership of the shares owned by Crescendo LP except to the extent of their pecuniary interest therein.

	By: Crescendo Partners II, L.P., Series R, By: Crescendo Investments II, LLC, General Partner, By: /s/ Eric Rosenfeld, Managing Member	08/01/2005
	/s/ Crescendo Investments II, LLC,	08/01/2005
	/s/ Rosenfeld, Eric	08/01/2005
	** 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).
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