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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. 1)
CompuRAD, Inc.
(Name of Issuer)
Common Stock
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(Title of Class of Securities)
20482A102
(CUSIP Number)
Carolyn S. Reiser
Shartsis Friese & Ginsburg
One Maritime Plaza, 18th Floor
San Francisco, CA 94111
(415) 421-6500
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
January 28, 1997
(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 class 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 13d-1(a) for other parties to whom copies are
to be sent.
* 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 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 section
of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
SEC 1746 (12-91)
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SCHEDULE 13D
CUSIP No. 20482A102 Page 2 of 9 Pages
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1 NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON
Lamoreaux Partners
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /XX/
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(E) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
California
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NUMBER OF 7 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 231,700
REPORTING --------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH -0-
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
231,700
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,700
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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)
6.0%
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14 TYPE OF REPORTING PERSON*
PN
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*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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SCHEDULE 13D
CUSIP No. 20482A102 Page 3 of 9 Pages
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1 NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON
Phillip A. Lamoreaux
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /XX/
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF, AF, WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(E) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF 7 SOLE VOTING POWER
SHARES 33,500
BENEFICIALLY --------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 231,700
REPORTING --------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 33,500
--------------------------------------------------
10 SHARED DISPOSITIVE POWER
231,700
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
265,200
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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)
6.8%
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14 TYPE OF REPORTING PERSON*
IN and IA
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*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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SCHEDULE 13D
CUSIP No. 20482A102 Page 4 of 9 Pages
ITEM 1. SECURITY AND ISSUER.
This statement relates to shares of Common Stock (the "Stock") of CompuRAD,
Inc., a Delaware corporation ("CompuRAD"). The principal executive office
of CompuRAD is located at 1200 N. El Dorado Pl., Suite C-300, Tucson,
Arizona 85715.
ITEM 2. IDENTITY AND BACKGROUND.
The persons filing this statement and the persons enumerated in Instruction
C of Schedule 13D and, where applicable, their respective places of
organization, general partners, directors, executive officers and
controlling persons, and the information regarding them, are as follows:
(a) Lamoreaux Partners, a California limited partnership, ("LP"); and
Phillip A. Lamoreaux ("Lamoreaux").
(b) The business address of LP and Lamoreaux is 1505 Bridgeway, Suite
125, Sausalito, California 94965.
(c) Lamoreaux is an investment adviser. Lamoreaux is the general
partner of LP, which is an investment limited partnership.
(d) During the last five years, neither of such persons has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, neither of such persons was 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) Lamoreaux is a citizen of the United States of America.
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SCHEDULE 13D
CUSIP No. 20482A102 Page 5 of 9 Pages
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The source and amount of funds used in purchasing the Stock were as
follows:
Purchaser Source of Funds Amount
Lamoreaux Personal Funds and $1,631,476
Funds Under Management (1)
LP Working Capital $1,419,413
(1) Includes funds invested by LP in Stock.
ITEM 4. PURPOSE OF TRANSACTION.
The sole purpose of the acquisitions of the Stock reported herein was and
is for investment.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
The total ownership of the Stock by the filing group at the date hereof is
265,200 shares, which represents 6.8% of the total shares of Stock
outstanding.
The beneficial ownership of the Stock of the persons named in Item 2 of
this statement is as follows at the date hereof:
Aggregate
Beneficially
Owned Voting Power Dispositive Power
Name Number Percent Sole Shared Sole
Shared
Lamoreaux 265,200 6.8 33,500 231,700 33,500
231,700
LP 231,700 6.0 -0- 231,700 -0-
231,700
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SCHEDULE 13D
CUSIP No. 20482A102 Page 6 of 9 Pages
The persons filing this statement effected the following transactions in
the Stock on the dates indicated, and such transactions are the only
transactions in the Stock by the persons filing this statement since
November 25, 1996:
Purchase Number Price Broker
Name or Sale Date of Shares Per Share Used
LP P 11/25/96 40,000 $6.25 H&Q
Lamoreaux P 11/25/96 7,000 $6.25 H&Q
Lamoreaux P 12/5/96 5,500 $6.375 Fidelity
LP P 12/13/96 19,700 $6.125 VK
Lamoreaux P 12/31/96 2,000 $6.75 Fidelity
Lamoreaux P 1/28/97 8,000 $6.25 H&Q
LP P 1/28/97 22,000 $6.25 H&Q
Fidelity - Fidelity Investments
H&Q - Hambrecht & Quist
VK - Van Kasper & Co.<PAGE>
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SCHEDULE 13D
CUSIP No. 20482A102 Page 7 of 9 Pages
ITEM. 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Lamoreaux is the general partner of LP, pursuant to a limited partnership
agreement providing to Lamoreaux the authority, among other things, to
invest the funds of LP in the Stock, to vote and dispose of those
securities and to file this statement on behalf of LP. Pursuant to that
limited partnership agreement, Lamoreaux is entitled to fees based on
assets under management and realized and unrealized gains, if certain
conditions are met. Pursuant to investment management agreements,
Lamoreaux is authorized, among other things, to invest funds of his various
investment advisory clients, and to vote and dispose of those securities.
Such investment management agreements may be terminated by either party on
thirty days' notice, and provide for fees payable to Lamoreaux based on
assets under management and realized and unrealized gains, if certain
conditions are met.
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SCHEDULE 13D
CUSIP No. 20482A102 Page 8 of 9 Pages
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
A. Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G
(including power of attorney).
SIGNATURES
After reasonable inquiry and to the best of my knowledge, I certify
that the information set forth in this statement is true, complete and
correct.
DATED: February __, 1997.
LAMOREAUX PARTNERS
By: /s/ Phillip A. Lamoreaux
General Partner
/s/ Phillip A. Lamoreaux
Phillip A. Lamoreaux
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SCHEDULE 13D
CUSIP No. 20482A102 Page 9 of 9 Pages
EXHIBIT A
AGREEMENT REGARDING JOINT FILING
OF STATEMENT ON SCHEDULE 13D OR 13G
The undersigned agree to file jointly with the Securities and Exchange
Commission (the "SEC") any and all statements on Schedule 13D or Schedule
13G (and any amendments or supplements thereto) required under section
13(d) of the Securities Exchange Act of 1934, as amended, in connection
with purchases by the undersigned of securities of CompuRAD, Inc., a
Delaware corporation. For that purpose, the undersigned hereby constitute
and appoint Phillip A. Lamoreaux as their true and lawful agent and
attorney-in-fact, with full power and authority for and on behalf of the
undersigned to prepare or cause to be prepared, sign, file with the SEC and
furnish to any other person all certificates, instruments, agreements and
documents necessary to comply with section 13(d) and section 16(a) of the
Securities Exchange Act of 1934, as amended, in connection with said
purchases, and to do and perform every act necessary and proper to be done
incident to the exercise of the foregoing power, as fully as the
undersigned might or could do if personally present.
DATED: December 5, 1996.
LAMOREAUX PARTNERS
By: /s/ Phillip A. Lamoreaux
General Partner
/s/ Phillip A. Lamoreaux
Phillip A. Lamoreaux
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