UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------------------
Amendment No. 1
to
SCHEDULE 13D
Under the Securities Exchange Act of 1934
SOURCE MEDIA, INC.
(Name of Issuer)
Common Stock, $.0001 par value
(Title Class of Securities)
08 36 1531
(CUSIP Number)
Copy to:
WinStar Communications, Inc. David Alan Miller, Esq.
230 Park Avenue, Suite 3126 Graubard Mollen & Miller
New York, New York 10169 600 Third Avenue
Telephone: (212) 687-7577 New York, New York 10016-2097
Telephone: (212) 818-8800
(Name, Address and Telephone Number of Persons Authorized to Receive Notices
and Communications)
June 12, 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 o.
Check the following box if a fee is being paid with the statement o. (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 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 1 of 5 Pages
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<TABLE>
SCHEDULE 13D
CUSIP No. 08 36 1531 Page 2 of 5 Pages
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<S> <C>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
WINSTAR COMMUNICATIONS, INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)o
(b)o
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER
100,000 Shares
8 SHARED VOTING POWER
0 Shares
9 SOLE DISPOSITIVE POWER
100,000 Shares
10 SHARED DISPOSITIVE POWER
0 Shares
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
100,000 Shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1%
14 TYPE OF REPORTING PERSON*
CO
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</TABLE>
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
CUSIP No. 08 36 1531 Page 3 of 5 Pages
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Item 1. Security and Issuer
This Amendment No. 1 to the statement on Schedule 13D relates
to the common stock, par value $.0001 per share ("Common Stock"), of Source
Media, Inc. ("Issuer"), a Delaware corporation, whose principal executive
offices are located at 8140 Walnut Hill, Suite 1000, Dallas, Texas 75231.
Item 2. Identity and Background
No change from prior report.
Item 3. Source and Amounts of Funds or Other Consideration
No change from prior report.
Item 4. Purpose of Transactions
No change from prior report.
Item 5. Interest in Securities of the Issuer
(a) Ownership.
WinStar owns an aggregate of 100,000 shares, or 1%, of the
outstanding Common Stock of the Issuer.
(b) WinStar has sole power to vote and dispose of the
shares described in Item 5(a)of this Schedule 13D.
(c) Recent Transactions.
On June 12, 1996, WinStar sold 614,000 shares of Common Stock
of the Issuer at $10.50 per share. The sale was effected in the over-the-counter
market.
(d) No other person has the right to receive or the power to
direct receipt of dividends from, or proceeds from the sale of the securities,
described in Item 5(a) this Schedule 13D.
(e) On June 12, 1996, WinStar ceased to be the beneficial
owner of more than five percent of the outstanding Common Stock of the Issuer as
a result of the transaction described in Item 5(c).
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to the Securities of the Issuer
Not Applicable.
<PAGE>
CUSIP No. 08 36 1531 Page 4 of 5 Pages
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Item 7. Material to be Filed as Exhibits
None.
<PAGE>
CUSIP No. 08 36 1531 Page 5 of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of the undersigned's
knowledge and belief, it is certified that the information set forth in this
statement is true, complete and correct.
Dated: July 9, 1996
WINSTAR COMMUNICATIONS, INC.
By: /s/ Timothy R. Graham
Timothy R. Graham
Executive Vice President
<PAGE>
