-----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, AcNCQAXv1if4qf2MotyWzZjW1OBtgj5wB5QUlFNjzmOxPGKdPdLbAytL7azOG0TX OIE76dLmQN/bdayLr/FIuQ== 0000950136-06-003091.txt : 20060421 0000950136-06-003091.hdr.sgml : 20060421 20060421170330 ACCESSION NUMBER: 0000950136-06-003091 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20060421 DATE AS OF CHANGE: 20060421 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN MEDICAL ALERT CORP CENTRAL INDEX KEY: 0000700721 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 112571221 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-38635 FILM NUMBER: 06773310 BUSINESS ADDRESS: STREET 1: 3265 LAWSON BLVD CITY: OCEANSIDE STATE: NY ZIP: 11572 BUSINESS PHONE: 5165365850 MAIL ADDRESS: STREET 1: 3265 LAWSON BLVD CITY: OCEANSIDE STATE: NY ZIP: 11572 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FORTUNOFF GREGORY CENTRAL INDEX KEY: 0001212542 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 200 E 72ND ST CITY: NEW YORK STATE: NY ZIP: 10021 SC 13D/A 1 file001.htm FORM SC 13D/A





                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  SCHEDULE 13D
                                (AMENDMENT NO. 2)


                    Under the Securities Exchange Act of 1934


                          AMERICAN MEDICAL ALERT CORP.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                          Common Stock, $.01 par value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    027904101
- --------------------------------------------------------------------------------
                                 (CUSIP Number)


                                Gregory Fortunoff
                              200 East 72nd Street
                               New York, NY 11572
                                 (212) 848-0702
- --------------------------------------------------------------------------------
      (Name, Address and Telephone Number of Person Authorized to Receive
                          Notices and Communications)


                                 April 21, 2006
- --------------------------------------------------------------------------------
             (Date of Event which requires Filing of this Statement)


If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box / /.









                                  SCHEDULE 13D

- ------------------------------------           ---------------------------------
CUSIP NO. 027904101
- ------------------------------------           ---------------------------------



- -------- -----------------------------------------------------------------------------------------------------------
   1     NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Gregory Fortunoff
- -------- -----------------------------------------------------------------------------------------------------------
   2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                  (a) [ ]

                                                                                                            (b) [ ]
- -------- -----------------------------------------------------------------------------------------------------------
   3     SEC USE ONLY

- -------- -----------------------------------------------------------------------------------------------------------
   4     SOURCE OF FUNDS*

         PF
- -------- -----------------------------------------------------------------------------------------------------------
   5     CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
         [ ]

- -------- -----------------------------------------------------------------------------------------------------------
   6     CITIZENSHIP OR PLACE OF ORGANIZATION


         United States
- ----------------------- ------ -------------------------------------------------------------------------------------
       NUMBER OF          7    SOLE VOTING POWER
        SHARES
     BENEFICIALLY              738,500
       OWNED BY         ------ -------------------------------------------------------------------------------------
         EACH             8    SHARED VOTING POWER
      REPORTING
        PERSON                 0
         WITH           ------ -------------------------------------------------------------------------------------
                          9    SOLE DISPOSITIVE POWER
                               738,500
                        ------ -------------------------------------------------------------------------------------
                         10    SHARED DISPOSITIVE POWER
                               0
- -------- -----------------------------------------------------------------------------------------------------------
  11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         738,500
- -------- -----------------------------------------------------------------------------------------------------------
  12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
         [ ]

- -------- -----------------------------------------------------------------------------------------------------------
  13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
         8.4%
- -------- -----------------------------------------------------------------------------------------------------------
  14     TYPE OF REPORTING PERSON*

         IN
- -------- -----------------------------------------------------------------------------------------------------------




                                       2






         The Schedule 13D filed August 5, 2003 (the "Schedule 13D") by Gregory
Fortunoff in connection with the shares of common stock, par value $.01 per
share, of American Medical Alert Corp., a New York corporation, is hereby
amended by this Amendment No. 2 to the Schedule 13D.

         Information contained in this Statement is as of the date hereof,
unless otherwise expressly provided herein.

Item 1.  Security and Issuer.
- ------   -------------------

         This Statement relates to shares of the Common Stock, $0.01 par value
per share (the "Shares"), of American Medical Alert Corp., a New York
corporation (the "Issuer"). The principal executive offices of the Issuer are
located at 3265 Lawson Boulevard, Oceanside, New York 11572.

Item 2.  Identity and Background.
- ------   -----------------------

         (a)-(c) This Statement is filed by Gregory Fortunoff (the "Reporting
Person"). The Reporting Person's principal occupation is as a self-employed
investor whose principal business address is at 200 East 72nd Street, New York,
NY 11572.

         (d)-(e) During the last five years, the Reporting Person has not been
(i) convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.

         (f) The Reporting Person is a citizen of the United States of America.

Item 3.  Source and Amount of Funds or Other Consideration.
- ------   -------------------------------------------------

         The funds for the purchase of the Shares reported herein by the
Reporting Person, when acquired, were acquired with personal funds.

Item 4.  Purpose of Transaction.
- ------   ----------------------

         The Reporting Person intends to continually review the Issuer's
business affairs and financial position and future prospects, as well as
conditions in the securities markets and general economic and industry
conditions. Based on such evaluation and review and other factors, the Reporting
Person may in the future take such actions with respect to his investment in the
Issuer as he deems appropriate in light of the circumstances existing from time
to time.

         The Reporting Person does not have any present plans which relate to or
would result in any of the events described in Items (a) through (j) of Item 4
of Schedule 13D; however, the Reporting Person reserves the right to change his
intentions with respect to all matters referred to in this Item 4.



                                       3







Item 5.  Interest in Securities of the Issuer.
- ------   ------------------------------------

         (a)-(b) The Reporting Person beneficially owns 738,500 Shares, which
constitutes approximately 8.4% of the outstanding Shares. The percentage of
Shares reported beneficially owned is based upon 8,814,549 Shares outstanding as
of March 17, 2006 as reflected in the Issuer's Form 10-KSB for the fiscal year
ended December 31, 2005, as filed with the Securities and Exchange Commission on
March 31, 2006. The Reporting Person has the sole power to vote and the sole
power to dispose of the Shares reported herein. The number of Shares reported
herein includes 3,500 shares issuable to the Reporting Person upon exercise of a
warrant with an exercise price of $3.80 per share.

         (c) Please see Exhibit A for a listing of all of the transactions
effected by the Reporting Person in the Shares during the past 60 days, all of
which were executed on the open market.

         (d) No person other than the Reporting Person is known to have the
right to receive, or the power to direct the receipt of dividends from, or
proceeds from the sale of, the Shares.

         (e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with respect to
Securities of the Issuer.

         To the best knowledge of the Reporting Person, there are no contracts,
arrangements, understandings or relationships (legal or otherwise) between the
Reporting Person, and any other person, with respect to any securities of the
Issuer, including, but not limited to, transfer or voting of any of the
securities, finder's fees, joint ventures, loan or option agreements, puts or
calls, guarantees of profits, divisions of profits or loss, or the giving or
withholding of proxies.






















                                       4





                                    SIGNATURE

         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.

Date: April 21, 2006


/s/ Gregory Fortunoff
- ---------------------
Gregory Fortunoff

























                                       5




                                  EXHIBIT INDEX
                                  -------------


         1.    A description of the transactions in the Shares effected by the
               Reporting Person during the 60 days prior to April 20, 2006.



















                                       6

EX-99.1 2 file002.htm TRANSACTIONS IN THE SHARES









                                    EXHIBIT A

                           Transactions in the Shares


Activity Type       Quantity         Trade Date        Price Per Share ($)
- -------------       --------         ----------        -------------------

Buy                 1,000            02/21/06          6.20

Buy                 225              02/22/06          6.11

Buy                 500              02/23/06          6.10

Buy                 400              02/24/06          6.10

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