UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Freshstart Venture Capital Corp.
----------------------------------
(Name of Issuer)
Common Stock, $.01 par value
----------------------------
(Title of Class of Securities)
358042-10-9
-----------
(CUSIP NUMBER)
Check the following box if a fee is being paid with the statement___. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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 not be
deemed to be "filed" for purposes 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 1 of 8
SCHEDULE 13G
CUSIP NO.358042-10-9 Page 2 of 5 Pages
--------- --------- -------------
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Zindel Zelmanovitch
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A)
(B)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A
NUMBER OF 5. SOLE VOTING POWER
SHARES 129,200
BENEFICIALLY
OWNED BY 6. SHARED VOTING POWER
EACH 51,948
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH 129,200
8. SHARED DISPOSITIVE POWER
51,948
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
181,148
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.3%
12. TYPE OF REPORTING PERSON*
IN
SCHEDULE 13G - Lilia Zelmanovitch
CUSIP NO. 358042109 Page 3 OF 5 Pages
--------- ----- -------
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lila Zelmanovitch
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A)
(B)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY
OWNED BY 6. SHARED VOTING POWER
EACH 51,948
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH
8. SHARED DISPOSITIVE POWER
51,948
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,948
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%
12. TYPE OF REPORTING PERSON*
IN
SCHEDULE 13G - Zindel Zelmanovitch
CUSIP NO. 358042109 Page 4 OF 5 Pages
--------- ----- -------
Item 1(a) Name of Issuer.
--------------------
Freshstart Venture Capital Corp.
Item 1(b) Address of Issuer's Principal Executive Offices:
_______________________________________________
313 West 53rd Street
New York, New York 10019
Item 2(a) Name of Person Filing
------------------------
Zindel and Lilia Zelmanovitch (the "Reporting Persons")
Item 2(b) Address of Principal Business Office, or, if none,
Residence
__________________________________________________
313 West 53rd Street
New York, New York 10019
Item 2(c) Citizenship:
___________
U.S.A.
Item 2(d) Title of Class of Securities:
_____________________________
Common Stock, $.01 par value
Item 2(e) CUSIP Number:
____________
358042109
Item 3. Not Applicable
CUSIP No. 358042109 Page 5 of 5 Pages
__________ ___ ___
Item 4. Owners:
---------
(a) Amount Beneficially Owned:
Mr. Zelmanovitch owns 50,348 shares as joint tenants with
his wife, Lilia Zelmanovitch. He also holds 33,564 shares
as custodian for three of his children, Betty, Martin and
Itzhak. He also beneficially owns 4,072 shares held by his
children and 1,600 shares held by his wife. Mr. Zelmanovitch
is also the beneficiary of pension plans which hold 46,900
shares. In addition, he holds indirectly 44,664 shares through
his 100% ownership of Z. Zindel Funding Corp.
(b) Percent of Class:
8.3%
(c) Number of Shares as to Which Such Person Has:
(i) sole power to vote or to direct the vote -
129,200 shares
(ii) shared power to vote or to direct the vote -
51,948 shares
(iii) sole power to dispose or to direct the
disposition of - 129,200 shares
(iv) shared power to dispose or to direct the
disposition of - 51,948 shares
Item 5. Not Applicable
Item 6. Not Applicable
Item 7. Not Applicable
Item 8. Not Applicable
Item 9. Not Applicable
Item 10. Not Applicable
SIGNATURES
After reasonable inquiry and to the best of any knowledge and
belief, I certify that the information set forth in this statement is
true, complete and correct.
January 9, 1997
- -----------------------
(Date)
ZINDEL ZELMANOVITCH
- -----------------------
(Signature)
ZINDEL ZELMANOVITCH
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(Name/Title)
LILIA ZELMANOVITCH
- -----------------------
(Signature)
LILIA ZELMANOVITCH
- -----------------------
(Name/Title)
Page 4 of 4 Pages
