SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934*
CompuTrac, Inc.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
001750-20562010
(CUSIP Number)
Harry W. Margolis
222 Municipal Drive
Richardson, Texas 75080
(972) 234-4241
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 14, 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 that is the subject of this Schedule 13D,
and is filing this schedule because of SS 240.13d-1(e),
240.13d-1(f) or 204.13d-1(g), check the following box. [ ]
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits.
See S 240.13d-7(b) for other parties to whom copies are to be sent.
*The remainder of the 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).
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CUSIP NO. 001750-20562010 SCHEDULE 13D
(1)Names of Reporting Persons I.R.S. Identification Nos. of Above
Persons (entities only)
Harry W. Margolis
(2)Check the Appropriate Box if a Member of a Group
(See Instructions) (a) .
(b) .
(3)SEC Use Only
(4)Source of Funds (See Instructions) PF
(5)Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e).
(6)Citizenship or Place of Organization U.S.
Number of (7) Sole Voting Power 2,507,177
Shares Bene-
ficially (8) Shared Voting Power 0
Owned by
Each (9) Sole Dispositive Power 2,507,177
Reporting
Person With (10) Shared Dispositive Power 0
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,507,177
(12) Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions).
(13) Percent of Class Represented by Amount in Row (11) 36.6%1
(14) Type of Reporting Person (See Instructions) IN
1 Based on 6,519,538 shares issued and outstanding as
of November 30, 1998, and 333,000 shares obtainable
within 60 days pursuant to the exercise of options
by the Reporting Person.
<PAGE>
Item 1. Security and Issuer.
The class of equity securities to which this statement relates is
the Common Stock, $.01 par value, of CompuTrac, Inc. (the _Issuer_).
The address of the principal executive offices of the Issuer is 222
Municipal Drive, Richardson, Texas 75080.
Item 2. Identity and Background.
(a) Harry W. Margolis
(b) 222 Municipal Drive
Richardson, Texas 75080
(c) Chief Executive Officer and Chairman of the Board of the
Issuer.
(d) The Reporting Person has not, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
(e) The Reporting Persons has not, during the last five years,
been 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) The Reporting Person is a United States citizen.
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Person used his personal funds in the amount of
$90,000 to purchase 180,000 shares of Common Stock from the Issuer
pursuant to the exercise of an employee stock option on November 14,
1998. The Reporting Person previously used personal funds in the
amount of $75,000 to purchase 200,000 shares of Common Stock on the
open market on October 6, 1998. No part of the purchase price of the
foregoing shares was represented by funds or other consideration
borrowed or otherwise obtained for the purpose of acquiring, holding,
trading or voting the securities.
Item 4. Purpose of Transaction.
The Reporting Person acquired the securities herein reported for
investment purposes. Depending on market conditions, general economic
conditions and other factors that he may deem significant to investment
decisions, the Reporting Person may purchase additional shares in the
open market, in private transactions or pursuant to the exercise of
options or may dispose of all or a portion of the shares held or
hereafter acquired by him. A sale of shares by the Reporting Person
could result in a change in control of the Issuer.
Except as otherwise set forth above, the Reporting Person has no
present plans or proposals that relate to or that would result in any
of the actions specified in clauses (a) though (j) of Item 4 of
Schedule 13D. As Chief Executive Officer and Chairman of the Board
and the beneficial owner of 36.6% of the outstanding shares of Common
Stock of the Issuer, the Reporting Person is in a control relationship
with the Issuer.
<PAGE>
Item 5. Interest in Securities of the Issuer.
(a)-(b) The Reporting Person beneficially owns 2,535,394 shares
of Common Stock, including 28,217 shares owned by his wife and 333,000
shares obtainable within 60 days pursuant to the exercise of options.
Such shares represent 36.8% of the outstanding Common Stock of the
Issuer, as determined pursuant to Rule 13d-3(d). The Reporting Person
has sole voting and dispositive power with respect to all such shares
other than the 28,217 shares owned by his wife, with respect to which
his wife has sole voting and dispositive power. Pursuant to Rule 13d-4,
the Reporting Person disclaims beneficial ownership of the 28,217
shares owned by his wife.
(c) On November 14, 1998, stock options entitling the Reporting
Person to purchase an aggregate of 333,000 shares of Common Stock were
canceled and two options to purchase 333,000 and 180,000 shares of
Common Stock, respectively, were granted to him. Such option
cancellations and grants were part of a restructuring of the Reporting
Person's compensation as an executive officer of the Issuer, which
restructuring also involved an agreement by the Reporting Person to a
reduction in his annual base salary for 1998 and 1999.
On November 14, 1998, the Reporting Person made a gift of
10,000 shares of Common Stock to his son and a gift of 10,000 shares of
Common Stock to his daughter.
Except as disclosed in this Item 5(c) and in Item 3, the
Reporting Person has not effected any transaction in the Common
Stock of the Issuer during the past 60 days.
(d) No person other than the Reporting Person has the right to
receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the Common Stock deemed to be beneficially
owned by him.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to the Securities of the Issuer.
None.
Item 7. Material to Be Filed as Exhibits.
None.
<PAGE>
SIGNATURES
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.
Date: December 9, 1998 /s/ HARRY W. MARGOLIS
Harry W. Margolis
