-----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, Nz6ghINTaZflfuKIDFf2JHuudFKMQi21MamoH3Kb8eStMXlcFgwa9q60vebUcE+b R55MOiLYBV0uqRSltlwPsg== 0000893220-98-001587.txt : 19980930 0000893220-98-001587.hdr.sgml : 19980930 ACCESSION NUMBER: 0000893220-98-001587 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980929 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRIC FUEL CORP CENTRAL INDEX KEY: 0000916529 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 954302784 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-47121 FILM NUMBER: 98717075 BUSINESS ADDRESS: STREET 1: 885 THIRD AVE STREET 2: STE 2900 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122302172 MAIL ADDRESS: STREET 1: 885 THIRD AVENUE STREET 2: SUITE 2900 CITY: NEW YORK STATE: NY ZIP: 10022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GROSS LEON S CENTRAL INDEX KEY: 0000904374 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: ENTERPRISES INC STREET 2: RIVER PARK HOUSE 3600 COSHOCKEN AVE CITY: PHILADELPHIA STATE: PA ZIP: 19131 BUSINESS PHONE: 2154738674 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Electric Fuel Corporation (Name of Issuer) Common Stock $0.01 Par Value (Title of Class of Securities) 284871-10-0 (CUSIP Number) Steven M. Plon, Esquire, Silverman Coopersmith & Frimmer Two Penn Center Plaza, Suite 910, Philadelphia, PA 19102 (215)636-4482 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 1, 1998 (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 Rule 13d-1(b)(3) or (4), check the following box. Check the following box if a fee is being paid with the statement. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the claim of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class). (See Rule 13d-7). Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d1(a) for other parties to whom copies are to be sent. *The remainder of this coverage page shall be filed 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 action of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following page(s)) Page 1 of 5 CUSIP NO. 284871-10-0 13D 1. NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Leon S. Gross S.S. No. ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS* PF and 00 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER 3,435,004 8. SHARED VOTING POWER 160,000 9. SOLE DISPOSITIVE POWER 1,408,462 10.SHARED DISPOSITIVE POWER 2,186,542 [2,026,542 shares are subject to Margin Account Agreements and 160,000 are held jointly as a Co-Trustee of the Rose Gross Charitable Foundation]. 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,595,004 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 25.1% of the issued and outstanding stock 14. TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 5 AMENDMENT NO. 7 TO SCHEDULE 13D This Amendment No.7 to the Schedule 13D dated February 23, 1996, as amended by the First Amendment to Schedule 13D dated April 30, 1996, the Second Amendment to Schedule 13D dated September 1, 1996, the Third Amendment to Schedule 13D dated October 11, 1996, the Fourth Amendment to Schedule 13D dated December 27, 1996, the Fifth Amendment to Schedule 13D dated May 12, 1997 and the Sixth Amendment to Schedule 13D dated December 3, 1997 (the "Existing Schedule 13D"), is being filed by the undersigned in accordance with Rule 13d-2(a) of the general rules and regulations under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and amends the Existing Schedule 13D to the extent set forth below. Terms defined in the Existing Schedule 13D are used herein as so defined. Item 3. Source and Amount of Funds or Other Consideration. Amend Item 3 of the Existing Schedule 13D by adding the following paragraph: 25,000 Shares of the Issuer acquired by Mr. Gross in open market purchases since July 1, 1998 were acquired at a cost (excluding commissions) of $73,375. The funds required for all of the foregoing Shares purchased by Mr. Gross were provided, in part, by Mr. Gross's personal funds, and, in part, from funds borrowed by Mr. Gross through his margin accounts at the Brokerage Firms. Item 5. Interest in Securities of the Issuer. The third paragraph of Items 5(a) and (b) of the Existing Schedule 13D is hereby amended to read as follows: Mr. Gross beneficially owns 3,595,004 Shares, or 25.1% of the Common Stock outstanding. Of the 3,595,004 Shares beneficially owned by him, Mr. Gross has the sole power to vote 3,435,004 Shares. The remaining 160,000 Shares are held jointly by Mr. Gross and Lawrence M. Miller in their capacities as Co-Trustees of the Rose Gross Charitable Foundation (the "Foundation"), a charitable foundation founded by Mr. Gross by Agreement of Trust dated May 28, 1997. Mr. Gross has sole power to dispose of all Shares beneficially owned by him, except for (i) rights as to disposition for a total of 2,026,542 Shares granted to the Brokerage Firms under their respective Margin Account Agreements and (ii) the 160,000 Shares owned by the Foundation. To the best of Mr. Gross' knowledge, except as expressly set forth herein, no other person has the right to receive or the power to direct the receipt of dividends from, or proceeds of the sale of, the Shares held by him. Page 3 of 5 (c) Listed below are the acquisitions of Shares by Mr. Gross which have occurred since July 28, 1998, all of which were made through open market purchases. Date Number of Shares Price Per Share August 31, 1998 22,000 $3.0625 August 31, 1998 3,000 $3.00 ________ Total 25,000 Mr. Gross has invested in the Shares of the Issuer primarily because of the possibility that it will be successful in its business activities. Mr. Gross may make dispositions and additional purchases subject to a number of factors, including market prices of the Shares and his continuing review of the business of and the prospects for the Issuer and general market and business considerations. Item 6. Contracts, Arrangements, Understanding or Relationship With Respect to Securities of the Issuer. Item 6 of the Existing Schedule 13D is hereby amended by adding the following paragraphs: (b) Since the filing of the Existing Schedule 13D, Mr. Gross has added to and moved Shares among the margin accounts he has with the following Brokerage Firms. As of September 28, 1998, Mr. Gross' Shares are pledged as follows: Brokerage Firm Number of Shares Advest 249,000 Dean Witter 935,542 Donaldson, Lufkin & Jenrette 125,000 Gruntal 20,000 Merrill Lynch 697,000 ____________ TOTAL 2,026,542 Page 4 of 5 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. September 28, 1998 Date /s/ Leon S. Gross Leon S. Gross Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----