SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
(Amendment 1)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
DATA SYSTEMS & SOFTWARE INC.
(Name of Issuer)
Common Stock, $ 0.01 par value per share
(Title of Class of Securities)
237887104
(CUSIP Number)
December 31, 1999
(Date of event which requires filing of this statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule 13G is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
<PAGE>
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO.
OF ABOVE PERSONS (ENTITIES ONLY)
Bounty Investors LLC
52-2194839
- -----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [ ]
(b) [X]
- -----------------------------------------------------------------------
(3) SEC USE ONLY
- -----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- -----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
-0-
SHARES
--------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
84,794
OWNED BY
--------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
-0-
REPORTING
--------------------------------------------------------
PERSON WITH (8) SHARED DISPOSITIVE POWER
84,794
- -----------------------------------------------------------------------
(9) AGGREGATE AMOUNT
BENEFICIALLY OWNED
BY EACH REPORTING PERSON
84,794
- -----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES * [ ]
- -----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
0.1%
- -----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON *
OO
- -----------------------------------------------------------------------
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
- -----------------------------------------------------------------------
(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO.
OF ABOVE PERSONS (ENTITIES ONLY)
WEC Asset Management LLC
52-2146721
- -----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [ ]
(b) [X]
- -----------------------------------------------------------------------
(3) SEC USE ONLY
- -----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
-0-
SHARES
--------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
84,794
OWNED BY
--------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
-0-
REPORTING
--------------------------------------------------------
PERSON WITH (8) SHARED DISPOSITIVE POWER
84,794
- -----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
84,794
- -----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES * [ ]
- -----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
0.1%
- -----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON *
OO
- -----------------------------------------------------------------------
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
The name of the issuer is Data Systems & Software Inc. (the "Company").
Item 1(b). Address of Issuer's Principal Executive Offices:
The Company's principal executive offices are located at 200 Route 17,
Mahwah, New Jersey 07430
Item 2(a). Name of Person Filing:
This statement is filed by:
(i) Bounty Investors LLC, a limited liability company organized
under the laws of the State of Delaware with respect to the shares of Common
Stock beneficially owned by it; and
(ii) WEC Asset Management LLC, a limited liability company organized
under the laws of the State of Delaware, with respect to the shares of Common
Stock beneficially owned by it and Bounty Investors LLC.
Item 2(b). Address of Principal Business Office or, if None, Residence:
The address of the business office of each of the Reporting Persons is:
110 Colabaugh Pond Road, Croton-on-Hudson, New York 10520
Item 2(c). Citizenship:
Bounty Investors LLC is a limited liability company organized under the
laws of the State of Delaware.
WEC Asset Management LLC is a limited liability company organized under
the laws of the State of Delaware.
Item 2(d). Title of Class of Securities:
Common Stock, $0.01 par value per share (the "Common Stock")
Item 2(e). CUSIP Number: 237887104
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or
(c), 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,
(d) [ ] Investment Company registered under Section 8
of the Investment Company Act of 1940,
(e) [ ] Investment Adviser registered under Section 203
of the Investment Advisers Act of 1940,
(f) [ ] Employee Benefit Plan or Endowment Fund in
accordance with 13d-1 (b)(1)(ii)(F),
(g) [ ] Parent Holding Company or control person in
accordance with Rule 13d-1 (b)(ii)(G),
(h) [ ] Savings Associations as defined in Section 3(b)
of the Federal Deposit Insurance Act,
(i) [ ] Church Plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act of 1940,
(j) [ ] Group, in accordance with Rule 13d-
1(b)(1)(ii)(J).
If this statement is filed pursuant to 13d-1(c), check this box: [x]
Item 4. Ownership.
A. Bounty Investors LLC
(a) Amount beneficially owned: 84,794 shares of the Company's
common stock.
(b) Percent of class: 0.1% The percentages used herein and in
the rest of Item 4 are calculated based upon their being
7,576,794 shares of Common Stock outstanding as reflected in
the Form 10KSB filed by the Company with the Securities and
Exchange Commission (the "Commission") on March 30, 2000.
(c) (i) Sole power to vote or direct the vote:
-0-
(ii) Shared power to vote or direct the vote:
84,794
(iii) Sole power to dispose or direct the disposition:
-0-
(iv) Shared power to dispose or direct the disposition:
84,794
B. WEC Asset Management LLC
(a) Amount beneficially owned: 84,794 shares of the
Company's common stock.
(b) Percent of class: 0.1%, The percentages used herein and
in the rest of Item 4 are calculated based upon their
being 7,576,794 shares of Common Stock outstanding as
reflected in the Form 10KSB filed by the Company with
the Securities and Exchange Commission (the
"Commission") on March 30, 2000.
(c) (i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: 84,794
(iii) Sole power to dispose or direct the disposition:
-0-
(iv) Shared power to dispose or direct the
Disposition: 84,794
Item 5. Ownership of Five Percent or Less of a Class.
The Company has redeemed the 0% convertible subordinated debentures
dated October 12, 1999, so that Bounty Investors LLC and WEC Asset Management
LLC now hold less than 5.0% of the outstanding shares of common stock of issuer.
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.
Each of the Reporting Persons hereby makes the following certification:
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.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
DATED:
BOUNTY INVESTORS LLC
By: WEC ASSET MANAGEMENT LLC, Manager
By: /s/ Daniel J. Saks
------------------------
Name: Daniel J. Saks
Title: Managing Director
WEC ASSET MANAGEMENT LLC
By: /s/ Daniel J. Saks
-----------------
Name: Daniel J. Saks
Title: Managing Director
Exhibit I
JOINT FILING AGREEMENT
Each of the undersigned hereby agrees that the schedule 13G filed herewith
is filed jointly, pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of
1934, as amended, on behalf of each of them.
Dated: May 22, 2000
BOUNTY INVESTORS LLC
By: WEC ASSET MANAGEMENT LLC, Manager
By: /s/ Daniel J. Saks
------------------
Name: Daniel J. Saks
Title: Managing Director
WEC ASSET MANAGEMENT LLC
By: /s/ Daniel J. Saks
------------------
Name: Daniel J. Saks
Title: Managing Director
