SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 4)
1mage Software, Inc.
(Name of Issuer)
Common Stock, $.004 par value)
(Title of Class of Securities)
45244 M 102
(CUSIP Number)
S. Lee Terry, Jr.
Gorsuch Kirgis LLP
Tower I, Suite 1000
1515 Arapahoe Street
Denver, Colorado 80202
(303) 376-5000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 18, 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 Sections 240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box. [ ]
CUSIP No. 45244 M 102
1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
David R. DeYoung
2) Check the Appropriate Box if a Member of a Group*
(a)
(b)
3) SEC USE ONLY
4) Source of Funds
PF
5) Check Box 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 Shares 7) Sole Voting Power 716,406
Beneficially Owned 8) Shared Voting Power 0
By Each Reporting 9) Sole Dispositive Power 716,406
Person With 10) Shares Dispositive
Power 0
11) Aggregate Amount Beneficially Owned by Each Reporting Person
716,406
12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[ ]
13) Percent of Class Represented by Amount in Row (11)
26.2%
14) Type of Reporting Person
IN
AMENDMENT NO. 4 TO
SCHEDULE 13D/A FOR
DAVID R. DEYOUNG
Item 1 Security and Issuer
(a) $.004 par value Common Stock (the "Shares") of 1mage
Software, Inc., 6486 S. Quebec Street, Englewood, Colorado 80111
Item 2 Identity and Background
(a) Name: David R. DeYoung
(b) Business 6486 S. Quebec Street
Address: Englewood, Colorado 80111
(c) Occupation: President, Chief Executive Officer and
Director
1mage Software, Inc.
6486 S. Quebec Street
Englewood, Colorado 80111
(d) Criminal Proceedings: None
(e) Civil Proceedings: None
(f) Citizenship: U.S.
Item 3 Source and Amount of Funds or Other Consideration
Securities acquired December 18, 1998 represent options to
purchase 95,000 Shares granted to Mr. DeYoung by the Company's
Compensation Committee at an exercise price of $.344 per Share.
Item 4 Purpose of Transaction
The options were granted to Mr. DeYoung as part of his total
compensation package for his services as President and Chief
Executive Officer of the Company.
(a) None.
(b) None.
(c) None.
(d) None.
(e) None.
(f) None.
(g) None.
(h) None.
(i) None.
(j) None.
Item 5 Interest in Securities of the Issuer
(a) 716,406 Shares of Common Stock (26.2%) beneficially owned
(based on the 2,203,019 Shares reported to be outstanding
on November 6, 1998 in the Company's Quarterly Report on
Form 10-Q for the fiscal quarter ended September 30, 1998),
which includes options to purchase 432,375 Shares and
100,000 Class A Warrants to purchase 100,000 Shares,
exercisable within 60 days of November 6, 1998. Also,
pursuant to Mr. DeYoung's employment agreement, he is
entitled to receive a grant, at the fair market value of
the Common Stock on the date of grant, of a sufficient
number of ten year options as are necessary to permit him
to retain the same percentage of beneficial ownership in
the Company as he held on December 16, 1996. Excludes the
following held by spouse as to which beneficial ownership
is disclaimed by Mr. DeYoung: 3,900 Shares held as
custodian for a minor child and options to purchase 199,800
Shares exercisable within 60 days of November 6, 1998.
(b) Number of Shares as to which there is sole power to vote -
716,406; shared power to vote - 0; sole power to dispose -
716,406; shared power to dispose - 0.
(c) (i) November 24, 1998: Open market sale of 21,000 Shares
at $.51 per share.
(ii) December 18, 1998: Grant of options to purchase
95,000 Shares at an exercise price of $.344 per Share by
the Company's Compensation Committee
(d) None.
(e) Not Applicable.
Item 6 Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
See Items 4 and 5.
Item 7 Material to Be Filed as Exhibits
Exhibit 10 - President Employment Agreement between David R.
DeYoung and the Company dated November 1, 1996 filed as an
Exhibit to the Company's Form 10-K for the period ended December
31, 1996 and incorporated by reference herein.
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.
Date: January 5, 1999 /s/ David R. DeYoung
David R. DeYoung
