SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Emisphere Technologies, Inc.
............................
(Name of Issuer)
Common Stock
..............................
(Title of Class of Securities)
291345106
..............
(CUSIP Number)
November 16, 1999
.......................................................
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* 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 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).
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CUSIP No. 291345106
1) Name of Reporting Person I.R.S. Identification No. of
Above Persons (entities only)
Kenneth Greif
2) Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) [ ]
(b) [ ]
3) SEC Use Only
4) Citizenship or Place of Organization
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5) Sole Voting Power
395,000
6) Shared Voting Power
0.0
7) Sole Dispositive Power
674,706
8) Shared Dispositive Power
0.0
9) Aggregate Amount Beneficially Owned by Each Reporting
Person
674,706
10) Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9)
4.77%
12) Type of Reporting Person (See Instructions)
IN
<PAGE>
Item 1(a) Name of Issuer:
Emisphere Technologies, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
765 Old Saw Mill River Road
Tarrytown, NY 10591
Item 2(a) Name of Person Filing:
Kenneth Greif
Item 2(b) Address of Principal Business Office or, if none,
Residence:
1270 Avenue of the Americas
Suite 1905
New York, NY 10020
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
291345106
Item 3. If this statement is filed pursuant to Sects. 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker dealer registered under section 15 of
the Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c);
(c) [ ] Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under section 8
of the Investment Company Act of 1940 (15 U.S.C. 80a-
8);
(e) [ ] An investment adviser in accordance with Sect.
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Sect. 240.13d-1(b)(1)(ii)(G);
(g) [ ] A parent holding company or control person in
accordance with Sect. 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section
3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813);
<PAGE>
(i) [ ] A church plan that is excluded from the
definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3);
(j) [ ] Group, in accordance with Sect. 240.13d-
1(b)(1)(ii)(J).
If this statement is filed pursuant to Sect. 240.13d-1(c),
check this box [X].
Item 4. Ownership
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
674,706
(b) Percent of class:
4.77%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
395,000
(ii) Shared power to vote or to direct the
vote
0.0
(iii) Sole power to dispose or to direct the
disposition of
674,706
(iv) Shared power to dispose or to direct the
disposition of
0.0
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that
as of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [X].
Item 6. Ownership of More than Five Percent on Behalf of Another
Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent
Holding Company
Not applicable.
<PAGE>
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certifications
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.
November 16, 1999
Date
/s/ Kenneth Greif
Signature
Kenneth Greif
Name
