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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
GREENTREE SOFTWARE, INC.
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
395793201
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(CUSIP Number)
LARRY E. JEDDELOH, T.I.S. ACQUISITION AND MANAGEMENT GROUP, INC.,
200 SOUTH SIXTH STREET, SUITE 450, MINNEAPOLIS, MINNESOTA, 55402
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
JANUARY 14, 1998
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(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 _____.
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 the disclosures provided in a prior cover page.
The information required in 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).
(Continued on following page(s))
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CUSIP NO.: 395793201 13D Page 2 of 7 Pages
1. NAMES OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
T.I.S. Acquisition and Management Group, Inc.
Tax ID# 41-1816227
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
5. CHECK BOX IF DISCLOSUE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E) / /
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF
7. SOLE VOTING POWER
SHARES
None
BENEFICIALLY
8. SHARED VOTING POWER
OWNED BY
1,416,667
EACH
9. SOLE DISPOSITIVE POWER
REPORTING
None
PERSON
10. SHARED DISPOSITIVE POWER
WITH
1,416,667
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,416,667
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
32.5% (based on 3,132,118 outstanding as of December 31, 1997)
14. TYPE OF REPORTING PERSON*
CO
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CUSIP NO.: 395793201 13D Page 3 of 7 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
T.I.S. Group
Tax ID# 41-1808389
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 ITEMS
2(D) OR 2(E) / /
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF
7. SOLE VOTING POWER
SHARES
None
BENEFICIALLY
8. SHARED VOTING POWER
OWNED BY
1,544,500
EACH
9. SOLE DISPOSITIVE POWER
REPORTING
None
PERSON
10. SHARED DISPOSITIVE POWER
WITH
1,544,500
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,544,500
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
35.5% (based on 3,132,118 outstanding as of December 31, 1997)
14. TYPE OF REPORTING PERSON*
IV
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CUSIP NO.: 395793201 13D Page 4 of 7 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Larry E. Jeddeloh
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3. SEC USE ONLY
4. SOURCE OF FUNDS*
PF, OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E) / /
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF
7. SOLE VOTING POWER
SHARES
13,889
BENEFICIALLY
8. SHARED VOTING POWER
OWNED BY
1,544,500
EACH
9. SOLE DISPOSITIVE POWER
REPORTING
13,889
PERSON
10. SHARED DISPOSITIVE POWER
WITH
1,544,500
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,558,389
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
35.8% (based on 3,132,118 outstanding as of December 31, 1997)
14. TYPE OF REPORTING PERSON*
IA
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This Amendment No. 4 relates to the acquisition by T.I.S Acquisition and
Management Group, T.I.S. Group and Larry E. Jeddeloh (collectively, the
"Reporting Entities"), of beneficial ownership of certain shares of common stock
of Greentree Software, Inc. The Reporting Entities are filing this Amendment
No. 3 to update certain information contained in Amendment No. 3 to the initial
filing.
Item 1. Security and Issuer.
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No change; See Amendment No. 2 to the initial filing.
Item 2. Identity and Background.
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No change; See Amendment No. 1 to the initial filing.
Item 3. Source and Amount of Funds or Other Consideration.
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No change; See Amendment Nos. 1 and 2 to the initial filing.
Item 4. Purpose of Transaction.
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No change; See Amendment No. 1 to the initial filing.
Item 5. Interest in Securities of the Issuer.
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(a) No change; See Amendment No. 3 to the initial filing.
(b) No change; See Amendment No. 2 to the initial filing.
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(c) Except for the transactions to which this Schedule 13D relates, neither of
T.I.S. Acquisition nor Mr. Jeddeloh has effected any transaction in the
shares of Common Stock during the past sixty (60) days. T.I.S. Group has
not sold shares of Common Stock in the past 60 days and T.I.S. Group or
accounts managed by T.I.S. Group have made the following purchases in the
past 60 days:
Number of Price
Purchaser * Date Shares Per Share
------------ ---- --------- ---------
T.I.S. Growth Fund December 24, 1997 1,000 $1.50
T.I.S. Growth Fund December 30, 1997 2,500 $1.3125
T.I.S. Growth Fund December 31, 1997 7,500 $1.3542
T.I.S. Growth Fund December 31, 1997 8,000 $1.4219
T.I.S. Growth Fund January 14, 1998 20,000 $1.1055
T.I.S. Group January 14, 1998 11,000 $1.00
* Represents shares purchased by T.I.S. Group managers for client's
accounts on the open market.
See also Amendment No. 3 to the initial filing which also reflects
transactions in the shares of Common Stock effected within the past sixty
days.
(d) No change; See Amendment No. 1 to the initial filing.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
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to Securities of the Issuer.
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No change; See Amendment No. 1 to the initial filing.
Item 7. Materials to be Filed as Exhibits.
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No change; See Amendment No. 1 to the initial filing.
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SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, each
of the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: February 13, 1998 T.I.S. ACQUISITION AND MANAGEMENT GROUP, INC.
By /s/ Larry E. Jeddeloh
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Larry E. Jeddeloh
President and Director
T.I.S. GROUP
By /s/ Larry E. Jeddeloh
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Larry E. Jeddeloh
President, Managing Director and Chief
Investment Officer
LARRY E. JEDDELOH
By /s/ Larry E. Jeddeloh
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Larry E. Jeddeloh, Individually