SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Amendment No. 1
NetLive Communications, Inc.
Common Stock
CUSIP No. 641142104
Jeffrey Wolf
c/o Athena Ventures, Inc.
590 Madison Avenue, 21st Floor
New York, New York 10021
(212) 521-4300
With copy to:
Peretz Bronstein, Esq.
60 East 42nd Street, Suite 4600
New York, New York 10165
(212) 697-6484
Dated of event requiring filing of this statement: July 31, 1998.
CUSIP No. 641142104
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jeffrey Wolf
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
Not Applicable
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
Not Applicable
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<PAGE>
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
NUMBER OF
SHARES 281,355*
BENEFICIALLY =============================================================
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING -0-
PERSON =============================================================
WITH 9 SOLE DISPOSITIVE POWER
281,355*
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10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
281,355*
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.5%
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14 TYPE OF REPORTING PERSON
IN
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* Assumes the exercise in full of all 159,802 stock options held by the
Reporting Person, of which only 122,152 are exercisable presently or within the
next sixty days.
<PAGE>
ITEM 1. SECURITY AND ISSUER.
This Statement on Schedule 13D (this "Schedule 13D") relates to shares of
Common Stock, $.0001 par value per share (the "Common Stock"), of NetLive
Communications, Inc., a Delaware corporation (the "Issuer"), which has its
principal executive offices located at 584 Broadway, New York, New York 10012.
The reporting date (the "Reporting Date") with respect to the transactions
covered hereby is as of July 31, 1998. Except as specifically modified herein,
this Amendment No. 1 incorporates by reference in its entirety the Schedule
13-D, dated as of March 20, 1997, filed jointly by Michael Kharitanov, Andrew
Schwartz, Laurence Rosen, Jeffrey Wolf and Scott Wolf.
ITEM 2. IDENTITY AND BACKGROUND
Mr. Jeffrey Wolf is managing general partner of Athena Ventures, LLC, a New York
City-based venture capital firm. His principal business address is c/o Athena
Ventures, LLC, 590 Madison Avenue, 21st Fl., New York, New York 10021.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) and (b) Mr. Wolf owns 281,355 shares of Common Stock, which constitute
approximately 7.5% of the Issuer's outstanding shares of Common Stock (assuming
the exercise of all outstanding options to purchase Common Stock). Included in
the number of shares of Common Stock owned by Mr.Wolf are 159,802 options to
purchase Common Stock, of which 122,152 are either presently exercisable or
exercisable within the next sixty days.
(c) On or about May 31, 1997 Mr. Wolf sold 20,000 of Common Stock at $1 per
share. On or about July 31, 1997 Mr. Wolf sold 200,000 shares of Common Stock at
$1 per share.
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.
August 4, 1998
/s/ Jeffrey Wolf
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Jeffrey Wolf