SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
TESCORP, INC.
_________________________________________________________________
(Name of Issuer)
Common Stock, par value $.02 per share
_________________________________________________________________
(Title of Class of Securities
88154 10 6
____________________________
(CUSIP Number)
Fred Lieberman
6251-B Park of Commerce Boulevard, N.W.
Boca Raton, Florida 33487 (Phone: (407) 994-4944
_________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 9, 1996
_______________________
(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
__. (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.)
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 filed 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 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. 881584 10 6 13D
1. Name of Reporting Person
SS or IRS Identification No. of above person
Fred Lieberman
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___
(b)___
3. SEC USE ONLY
4. SOURCE OF FUNDS*
00
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 SHARES 7. SOLE VOTING POWER
BENEFICIALLY OWNED 1,280,060
BY EACH REPORTING
PERSON WITH 8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
1,280,060
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,280,060
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ____
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.8%
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Pursuant to Rule 13d-2(c), this Amendment restates
information contained in the original filing of Schedule 13D,
dated March 10, 1992, to which this Amendment relates.
Item 1. Security and Issuer.
This statement relates to the common stock, par value
$.02 per share ("Common Stock"), of Tescorp, Inc., a Texas
corporation (the "Company"). The principal executive offices of
the Company are located at 327 Congress Avenue, Austin, Texas
78701.
Item 2. Identity and Background.
This statement is filed by Fred Lieberman.
The business address of Mr. Lieberman is 6251-B Park of
Commerce Boulevard, N.W., Boca Raton, Florida 33487.
Mr. Lieberman's principal occupation is that of private
investor. See the preceding paragraph for Mr. Lieberman's
business address.
During the last five years, Mr. Lieberman has not been
(i) convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) or (ii) been a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction and, as a result of such proceeding, was
or is subject to a judgment, decree, or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, federal or state securities law or finding any
violation with respect to such laws.
Mr. Lieberman is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
Mr. Lieberman acquired 1,893,060 shares of Common Stock
pursuant to that certain Assignment of Stock in Lieu of
Foreclosure dated March 10, 1992 executed by Mr. Jack R. Crosby
pursuant to which Mr. Crosby assigned 1,893,060 shares of Common
Stock to Mr. Lieberman in consideration of Mr. Lieberman
crediting a Note payable by Mr. Crosby to Mr. Lieberman in an
amount equal to $2,319,000, or approximately $1.23 per share.
Item 4. Purpose of Transaction.
The acquisition by Mr. Lieberman of the shares of
Common Stock was made for investment purposes. However, Mr.
Lieberman will continually evaluate the business, financial
condition, and prospects of the Company, market price of the
Common Stock, return on his investment, alternative investments,
and conditions in the economy and in the industry in which the
Company is engaged with a view toward determining whether to
hold, decrease, or increase his investment in shares of Common
Stock. From time to time, based upon such evaluation, Mr.
Lieberman may sell all or a portion of his shares of Common
Stock, or may purchase additional shares of Common Stock, at
varying prices in the open market, in privately negotiated
transactions, and/or in other transactions.
On November 27, 1996, Mr. Lieberman sold 13,000 shares
of Common Stock on the open market pursuant to Rule 144. On or
about December 9, 1996, Mr. Lieberman completed a gift of 600,000
shares to a private foundation. Mr. Lieberman currently intends
to sell approximately 187,000 shares of Common Stock pursuant to
Rule 144, as soon as practicable under appropriate market
conditions, during the 90 day period subsequent to November 27,
1996.
Mr. Lieberman has no current, definitive plan,
arrangement, or understanding to gain control of the Company or
to seek to cause the Company or any of its subsidiaries to be
merged, reorganized, or liquidated, to sell or transfer any
assets of the Company or any of its subsidiaries, to cause the
Company to change its current board of directors or management,
capitalization, dividend policy, business, corporate structure,
charter, or bylaws or to cause the Common Stock to cease to be
quoted on NASDAQ or to become eligible for termination of
registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended, or to take any action similar
to any of those enumerated in this paragraph.
Item 5. Interest in Securities of the Issuer.
Mr. Lieberman owns beneficially, and has the sole power
to vote and dispose of, 1,280,060 shares or 9.8% of the
outstanding Common Stock. Mr. Lieberman has no shared power to
vote or direct the vote of, or to dispose or direct the
disposition of, any shares of Common Stock. See Item 3 above for
a description of the terms of the transaction pursuant to which
such shares were acquired. See Item 4 above for a description of
transactions in Common Stock effected during the past 60 days and
since the most recent filing of Schedule 13D.
The calculation of percentage of outstanding Common
Stock set forth herein is based upon 13,000,261 shares of Common
Stock outstanding as of November 4, 1996 as reported by the
Company in its Form 10-QSB for the quarter ended September 30,
1996.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
There are no other contracts, arrangements,
understandings, agreements, or relationships (legal or otherwise)
among Mr. Lieberman and any person with respect to securities of
the Company.
Item 7. Material filed as Exhibits.
Exhibit A Assignment of Stock in Lieu of Foreclosure,
dated March 10, 1992, executed by Jack R.
Crosby -- filed as an Exhibit to the original
Schedule 13D of Mr. Lieberman, dated March
10, 1992, and incorporated herein by
reference.
SIGNATURES
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned certifies
that the information set forth in this statement is true,
complete, and correct.
Date: December 9, 1996
s/Fred Lieberman
_________________________
Fred Lieberman
