SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5) *
Symix Systems, Inc.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
87153510
(CUSIP Number)
*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 the
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. 87153510 13G Page 2 of 5 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lawrence J. Fox ###-##-####
2. CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) _____
(b) _____
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON:
5. SOLE VOTING POWER
2,125,854 shares(1)
6. SHARED VOTING POWER
-0-
7. SOLE DISPOSITIVE POWER
2,125,854 shares(1)
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,125,854 shares(1)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
Not Applicable
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
36.7%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
<PAGE>
Item 1(a). Name of Issuer.
Symix Systems, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices.
2800 Corporate Exchange Drive
Columbus, Ohio 43231
Item 2(a). Name of Person Filing.
This Schedule 13G is filed on behalf of Lawrence J. Fox.
Item 2(b). Address of Principal Business Office or, if none,
Residence of Person Filing.
2800 Corporate Exchange Drive
Columbus, Ohio 43231
Item 2(c). Citizenship of Person Filing.
United States
Item 2(d). Title of Class of Securities.
Common Stock, No Par Value
Item 2(e). CUSIP Number.
87153510
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act -- for each of Physicians and APL
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see ss.240.13d-1(b)(l)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with ss. 240.13d-1
(b)(ii)(G)
(h) [ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)
Item 4. Ownership.
(a) Amount Beneficially Owned: 2,125,854 shares(1)(2)(3)
(b) Percent of Class: 36.7%
(c) Number of shares as to which such person filing has:
(i) Sole power to vote or to direct the vote:
2,125,854 shares(1)
(ii) Shared power to vote or to direct the vote:
0 shares
(iii) Sole power to dispose or to direct the disposition of:
2,125,854 shares(1)
(iv) Shared power to dispose or to direct the disposition
of:
0 shares
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 or more than five percent of the class of securities, check
the following: [ ].
<PAGE>
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.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
____________________________
(1) All share figures reflect September 10, 1996 stock split.
(2) Includes 128,000 shares subject to options exercisable by Mr. Fox within 60
days.
(3) Does not include 128,944 shares owned by Mr. Fox's spouse. Mr. Fox
disclaims beneficial ownership of these shares.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: As of January 30, 1997 By: /s/ Lawrence J. Fox
_____________________________________
Lawrence J. Fox
