PRECEPT BUSINESS SERVICES INC
SC 13D/A, 1998-11-25
PAPER & PAPER PRODUCTS
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                     -----

                                 SCHEDULE 13D/A
                                 (Rule 13d-101)

         INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13D-
             1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)

                                (Amendment No. 1)

                         Precept Business Services, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                 Class A Common Stock, par value $0.01 per share
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                  740 165 10 5
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

                                   J.D. Greco
                                  2306 Valencia
                                Monroe, LA 71201
                                 (318) 345-3333
- --------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                 October 2, 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 |_|.

     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.

                         (Continued on following pages)

                               (Page 1 of 5 Pages)
<PAGE>
         CUSIP No.  740 165 105     13D/A        Page 2 of  5 Pages
                    -----------          

 -------- ----------------------------------------------------------------------
    1     NAME OF REPORTING PERSONS  J.D. Greco
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 -------- ----------------------------------------------------------------------
    2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP              (a)|_|
                                                                        (b)|_|
 -------- ----------------------------------------------------------------------
    3     SEC USE ONLY

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

          OO
 -------- ----------------------------------------------------------------------
    5     CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
          PURSUANT TO ITEM 2(d) or 2(e)                                      |_|

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

          USA
 -------- ----------------------------------------------------------------------
                      ----------------------------------------------------------
        NUMBER OF        7     SOLE VOTING POWER
         SHARES                                                    3,796,735
                      ------- --------------------------------------------------
      BENEFICIALLY       8     SHARED VOTING POWER
        OWNED BY                                                     None
                      ------- --------------------------------------------------
          EACH           9     SOLE DISPOSITIVE POWER
        REPORTING                                                  3,345,222
                      ------- --------------------------------------------------
       PERSON WITH       10    SHARED DISPOSITIVE POWER
                                                                     None
                      ----------------------------------------------------------
 -------- ----------------------------------------------------------------------
   11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                                                      3,796,735
 -------- ----------------------------------------------------------------------
   12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

 -------- ----------------------------------------------------------------------
   13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                                                        6.90%
 -------- ----------------------------------------------------------------------
   14     TYPE OF REPORTING PERSONS*
                                                         IN
 -------------------------------------------------------------------------------

<PAGE>
Item 1.  Security & Issuer

     This  statement  relates to the Class A common  stock,  par value $0.01 per
share (the "Common Stock"), of Precept Business Services,  Inc. (the "Company").
The Company's  principal  executive  offices are located at 1909 Woodall Rodgers
Freeway, Suite 500, Dallas, Texas 75201.

Item 2.  Identity & Background

     (a) This  statement is filed by J.D. Greco with respect to shares of Common
Stock beneficially owned by him.

     (b) Mr. Greco's residence  address is located at 2306 Valencia,  Monroe, LA
71201.

     (c) Mr.  Greco is a consultant  to MBF  Corporation,  4951 Central  Avenue,
Monroe,  Louisiana  and was also Chairman of the Board of APICO  Corporation  of
Girard, 150 APICO Way, Girard, Kansas until October 26, 1998.

     (d) J.D.  Greco,  during the last five years,  has not been  convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).

     (e) During the last five years,  J.D. Greco has not been a party to a civil
proceeding of a judicial or administrative  body of competent  jurisdiction and,
as a result of such a proceeding,  was, or is subject to, a judgement, 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) J.D. Greco is a citizen of the United States.

Item 3.  Source & Amount of Funds & Other Consideration

     Mr.  Greco  acquired  all his  shares of  Common  Stock of the  Company  in
connection  with  the   acquisition  of  his   wholly-owned   corporation,   MBF
Corporation,  by the  Company on June 19,  1998  solely for Common  Stock of the
Company.  The increase in shares reported in this amended  Schedule 13D does not
reflect  any  further  acquisition  by Mr.  Greco but  instead  solely  reflects
inclusion of shares  currently held in escrow by the Company and as to which Mr.
Greco may exercise voting rights.

Item 4.  Purpose of Transactions

     The  increase in shares did not arise from any  transaction  other than the
previously reported  acquisition of Mr. Greco's shares in MBF Corporation by the
Company in exchange for Common Stock of the Company.  Mr. Greco may make further
purchases  of Common Stock in the future and may dispose of any or all shares of
Common Stock at any time.  Mr. Greco does not have any current plans that relate
to, or could result in, any matters  referred to in  paragraphs  (b) through (j)
inclusive of Item 4 of Schedule 13D. Mr. Greco may, at any time and from time to
time,  review or reconsider  his position and formulate  plans or proposals with
respect thereto, but has no present intention of doing so.

                                       3
<PAGE>
Item 5.  Interest in Securities of the Issuer

     (a) Aggregate number of shares beneficially owned (and related percentage):

          (i) J.D. Greco: 3,796,735 (6.90%)

         The  percentages  used herein are based upon the  55,064,335  shares of
         Common  Stock  outstanding  as of October 8, 1998 as  indicated  by the
         Company.  The change in Mr. Greco's percentage  ownership is due to the
         treatment of additional  shares of Common Stock as  beneficially  owned
         (see Item 3) and the increase in shares of Common Stock outstanding.

     (b) Sole or shared power to vote or dispose:

         (i) J.D. Greco

             Sole power to vote or direct vote:                3,796,735  shares
             Shared power to vote or direct vote:                    -0-  shares
             Sole power to dispose or direct disposition:       3,345,222 shares
             Shared power to dispose or direct disposition:          -0-  shares

     Pursuant to Mr. Greco's  agreement with the Company in connection  with the
     acquisition  of MBF  Corporation,  451,513 shares of Common Stock are being
     held by the  Company  in  trust  subject  to the  satisfaction  of  certain
     conditions.  Mr.  Greco may  exercise  voting  rights with  respect to such
     shares.

     (c) Mr. Greco has not  acquired  shares of the Common Stock within the last
sixty days.

     (d) Not applicable

     (e) Not applicable

Item 6.  Contracts,  Arrangements,  Understandings  or  Relationships  With
         Respect to Securities of the Issuer

     There  are no  contracts,  arrangements,  understandings  or  relationships
(legal or  otherwise)  between  Mr.  Greco and any  person  with  respect to any
securities  of the Company,  including  but not limited to transfer or voting of
any  of  the  securities,   finder's  fees,  joint  ventures,   loan  or  option
arrangements,  puts or calls,  guarantees  of profits,  divisions  of profits or
loss, or the giving or withholding of proxies.

Item 7. Materials to be Filed as Exhibits

         None.

                                       4
<PAGE>
                                   Signatures

     After reasonable  inquiry and to the best of our knowledge and belief,  the
undersigned  certifies that the information set forth in this statement is true,
complete and correct.

Dated:  November 25, 1998

                                           /s/ J.D. Greco
                                           -------------------------------------
                                           J.D. Greco

                                       5


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