SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
NAME OF ISSUER: ACORN VENTURE CAPITAL CORPORATION
TITLE OF CLASS OF SECURITIES: Common Stock
CUSIP NUMBER: 004907101000
NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED
TO RECEIVE NOTICES AND COMMUNICATIONS:
Marian E. Gustafson
100 Park Avenue, 23rd Floor
New York, New York 10017
(212) 481-9500
DATE OF EVENT WHICH REQUIRES FILING: August 14, 1996
and October 10, 1996
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject
of this 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.
*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 be note 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).
<PAGE>
CUSIP NO.: 004907101000
1. NAME OF REPORTING PERSON: Herbert Berman
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):
Yes No
6. CITIZENSHIP OR PLACE OF ORGANIZATION: U.S.
7. SOLE VOTING POWER: 268,600
8. SHARED VOTING POWER: -0-
9. SOLE DISPOSITIVE POWER: 268,600
10. SHARED DISPOSITIVE POWER: -0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 268,600
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: Yes x No
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
4.8%
14. TYPE OF REPORTING PERSON: IN
<PAGE>
ITEM 1. SECURITY AND ISSUER
This Amendment No. 2, amends and supplements the
Schedule 13D, dated December 21, 1995, of Herbert Berman
with respect to the Common Stock, $.01 par value (the
"Common Stock"), of Acorn Venture Capital Corporation, a
Delaware corporation (the "Company"). The principal
executive offices of the Company are located at 522 Park
Street, Jacksonville, Florida 32204.
ITEM 2. IDENTITY AND BACKGROUND
(a) This Amendment No. 2 to Schedule 13D is being
filed by Herbert Berman (the "Reporting Person").
(b) The principal business address of the
Reporting Person is located at 405 Lexington Avenue, New
York, New York 10174.
(c) The Reporting Person is Of Counsel to the law
firm of Tenzer Greenblatt LLP, having a principal place of
business at the address set forth in Item 2(b).
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The Reporting Person and the following persons
reported purchases in their prior individual filings, as a
group, and accordingly is reporting the aggregate purchase
by certain members of the group on August 14, 1996, of
71,000 shares of Common Stock. The Reporting Person, on an
individual basis, did not purchase shares of Common Stock on
such date. Each of the parties identified, except as
disclosed herein, disclaims acting as a group in holding or
disposing of such shares and disclaims "beneficial
ownership" in the shares of each of such persons (other than
himself or herself). In addition, the Reporting Person
hereby reports that the group will no longer report filings
as a group hereafter.
Members of Group
Edward N. Epstein
Bert Sager
Ronald J. Manganiello
Stephen A. Ollendorff
Paula Berliner
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of November 25, 1996, the Reporting Person
beneficially owns 268,6100 shares of Common Stock,
representing approximately 4.8% of the shares of Common
Stock outstanding as of that date.
(e) As of October 10, 1996, the Reporting Person
ceased to be the beneficial owner of more than 5% of the
outstanding Common Stock of the Company.
SIGNATURE
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned
certifies that the information set forth in this Schedule
13D is true, complete and correct.
Dated: November 25, 1996
Herbert Berman
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HERBERT BERMAN
