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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Name of Issuer: Bonded Motors Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 0000978941
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
James Haber
609 Fifth Avenue, Suite 912
New York, New York 10019
(Date of Event which Requires Filing of this Statement)
December 2, 1996
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 line if a fee is being paid with this
statement X. (A fee is not required only if the filing person:
(1) has a previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of
class. See Rule 13d-7).
*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).
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CUSIP No. 0000978941
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
James Haber S.S. ####-##-####
2. Check the appropriate box if a member of a group
a.
b. X
3. SEC Use Only
4. SOURCE OF FUNDS
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) of 2(e)
6. Citizenship or Place of Organization
U.S.
7. Sole Voting Power
146,000
8. Shared Voting Power
9. Sole Dispositive Power
146,00
10. Shared Dispositive Power
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
146,000
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares*
13. Percent of Class Represented by Amount in Row (11)
4.8%
14. Type of Reporting Person*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES
TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE,
AND THE SIGNATURE ATTESTATION.
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The reason for the filing of this Amendment No. 3 to the
previously filed Schedule 13D is to show that the holdings of
Mr. Haber have decreased from 8.7% to 4.8% as a result of selling
shares and Mr. Haber losing investment discretion over a managed
account.
Item 1. SECURITY AND ISSUER
No change.
Item 2. IDENTITY AND BACKGROUND
No change.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
As of the date hereof, Mr. Haber is deemed to
beneficially own 146,000 shares of the Company's Common Stock
(the "Shares"). The Shares are held by the Partnership, the
offshore funds, and the managed accounts over which Mr. Haber has
investment discretion. The funds for the purchase of Shares held
in the Partnership, of which Mr. Haber is the sole General
Partner, came from capital contributions to the Partnership by
its general and limited partners. The funds for the purchase of
the shares held in the offshore funds, over which Mr. Haber has
investment discretion, came from the offshore fund's
shareholders. The funds for the purchase of the Shares held in
the managed accounts, over which Mr. Haber has investment
discretion, came from each managed account's own funds. No
leverage was used to purchase the Shares.
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Item 4. PURPOSE OF TRANSACTION
The Shares owned by Mr. Haber were acquired for, and are
being held for, investment purposes. Mr. Haber may acquire
additional shares of Common Stock, dispose of all or some of the
Shares from time to time, in each case in open market
transactions, block sales or purchases or otherwise, or may
continue to hold the Shares.
Mr. Haber does not have any plan or proposal which
relates to, or would result in, any of the actions enumerated in
Item 4 of the instructions to Schedule 13D. However, Mr. Haber
reserves the right to discuss company business with management,
make proposals to management and/or take other actions to
influence the management of the Company should he deem such
actions appropriate.
Item 5. INTEREST IN SECURITIES OF THE ISSUER
As of the date hereof, Mr. Haber is deemed to be the
beneficial owner of 146,000 shares of the Company's Common Stock.
Based on information provided by the management of the Company,
there are believed to be approximately 3,000,000 shares of the
Company's Common Stock outstanding. Therefore, Mr. Haber
beneficially owns 4.8% of the Company's outstanding shares of
Common Stock. Mr. Haber has the power to vote, direct the vote,
dispose of or direct the disposition of all the shares of the
Company's Common Stock that he is currently deemed to
beneficially own.
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Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF
THE ISSUER
Mr. Haber does not have any contractual arrangement,
understanding or relationship with any person with respect to the
Common Stock of the Company.
Item 7. MATERIAL TO BE FILED AS EXHIBITS
Attached hereto as Exhibit A is a description of the
transactions in the shares of the Company's Common Stock that
were effected by Mr. Haber during the past 60 days.
Signature
The undersigned, after reasonable inquiry and to the
best of his knowledge and belief, certifies that the information
set forth in this statement is true, complete and correct.
December 11, 1996
/s/ James Haber
________________________________
James Haber
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01637001.AA8
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EXHIBIT A
Daily Transactions -
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Trade Date Number of Shares Price Per Share Value
Purchased or Sold
__________ ________________ _______________ _____
10/31/96 3,000 7.433 $ 22,300
11/18/96 2,500 (sold) 7.21 $ 18,025
11/19/96 25,000 (sold 7.76 $194,000
11/20/96 1,300 (sold) 7.6475 $ 9,942
11/21/96 3,000 (sold) 8.335 $ 25,005
11/22/96 5,000 (sold) 8.75 $ 43,750
11/25/96 15,000 (sold) 9 $135,000
12/2/96 5,000 (sold) 9.1038 $ 45,519
12/4/96 5,000 (sold) 9 $ 45,000
12/5/96 16,000 (sold) 9.29 $148,640
12/6/96 18,500 (sold) 9.659 $178,698
12/9/96 17,500 (sold) 10.107 $176,875
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01637001.AA8
