SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
S C H E D U L E 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO
13d-1(a) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(a)
(Amendment No.4)1
DIVERSIFAX, INC.
(Name of Issuer)
COMMON STOCK, $0.001 PAR VALUE
(Title of Class of Securities)
2551131002
(CUSIP Number)
Copy to:
Dr. Irwin A. Horowitz
Gary T. Moomjian, Esq.
c/o DiversiFax, Inc.
Breslow & Walker, LLP
39 Stringham Avenue
767 Third Avenue
Valley Stream, NY 11580
New York, New York 10017
Telephone (516) 872-0650
Telephone (212) 832-1930
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
May 6, 1997
(Date of Event which Requires Filing 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 [ ].
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.
(Continued on following page(s))
____________________________
1The 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 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).
<TABLE>
<PAGE>
CUSIP
No. 293980108 13D
<S>
<C>1<PAGE>
Name of Reporting Person
Irwin A. Horowitz
S.S. or I.R.S. Identification No. of Above Person
###-##-####
<PAGE>
2 Check the Appropriate Box if a Member of a Group*
(a) [ ]
(b) [ ] <PAGE>
3<PAGE>
SEC Use Only
<PAGE>
4 Source of Funds* OO
<PAGE>
5 Check Box if Disclosure of Legal Proceedings is Required [ ]
Pursuant to Item 2(d) or 2(e)<PAGE>
6 Citizenship or Place of Organization United States
<PAGE>
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With<PAGE>
7 Sole Voting Power
9,337,520 shares 54.2% <PAGE>
8 Shared Voting Power
0 shares 0% <PAGE>
9 Sole Dispositive Power
9,337,520 shares 54.2% <PAGE>
10 Shared Dispositive Power
0 shares 0% <PAGE>
11 Aggregate Amount Beneficially
Owned By Each Reporting Person
9,337,520 shares
<PAGE>
12 Check Box if the Aggregate Amount in Row (11) excludes Certain Shares* [ ]
<PAGE>
13 Percent of Class Represented by Amount in Row (11)
54.2%
C
<PAGE>
14 Type of Reporting Person*
IN
</TABLE>
*SEE INSTRUCTIONS BEFORE FILLING OUT!<PAGE>
This statement, dated October 27, 1997, constitutes
Amendment No. 4 to the Schedule 13D dated November 1,
1993, as amended by Amendment No. 1 to the Schedule
13D, dated January 20, 1994, Amendment No. 2 to
Schedule 13D, dated January 9, 1996, and Amendment No.
3 to Schedule 13D, dated January 23, 1997 (collectively,
the "Schedule"), regarding the Reporting Person's
ownership of the Common Stock of DiversiFax, Inc.
Capitalized terms not otherwise defined herein shall
have the meaning ascribed to them in the Schedule.
This Amendment No. 4 to the Schedule is filed in
accordance with Rule 13d-2 of the Securities Exchange Act
of 1934, as amended, by the Reporting Person. It shall
refer only to information which has materially changed
since the filing of the Schedule.
ITEM 4. Purpose of Transaction.
As compensation to Dr. Horowitz for having made
a one year interest-free loan to the Issuer in the principal
amount of $500,000, on May 6, 1997 the Issuer issued to
Dr. Horowitz a five year warrant to purchase 350,000
shares of Common Stock at an exercise price of $1.9375
per share, which warrant was fully exercisable on the date
of grant.
As compensation to Dr. Horowitz for having
made a one year interest-free loan to the Issuer in the
principal amount of $500,000, on September 4, 1997 the
Issuer issued to Dr. Horowitz a three year warrant to
purchase 1,100,000 shares of Common Stock at an exercise
price of $.84375 per share, which warrant was fully
exercisable on the date of grant (together with the warrant
granted on May 6, 1997, the "Warrants").
The Reporting Person acquired the Warrants
for purposes of investment. The Reporting Person may
acquire additional shares of Common Stock, from time to
time, in open market transactions or in privately negotiated
transactions, or through the exercise of warrants or other
derivative securities. The Reporting Person may also sell
shares of Common Stock based on market conditions and
other conditions which the Reporting Person may deem
relevant.
ITEM 5. Interests in Securities of the Issuer.
(a) The following list sets forth the
aggregate number and percentage (based on 14,214,577
shares of Common Stock outstanding plus such number of
options and warrants included in Dr. Horowitz's beneficial
ownership) of outstanding shares of Common Stock owned
beneficially by Dr. Horowitz, as of October __, 1997:
<TABLE>
<S> <C> Shares of <C> Percentage of Shares
<C> Common Stock of Common Stock
Name Beneficially Owned Beneficially Owned
Dr. Irwin A. Horowitz 9,337,520 54.2%
</TABLE>
(b) Dr. Horowitz has sole power to vote
and dispose of 9,337,520 shares of Common Stock (which
amount includes options to purchase an aggregate of
1,150,000 shares of Common Stock and warrants to
purchase 1,877,520 shares of Common Stock), representing
approximately 54.2% of the outstanding Common Stock.
(c) The following is a description of all
transactions in shares of Common Stock by the reporting
person effected from May 6, 1997 through October 27,
1997, inclusive.
<TABLE>
<CAPTION>
<C>
Name of ShareholderS
<PAGE>
Date of Acquisition<S> Number of Shares
Beneficially AcquiredS
<PAGE>
Exercise Price Dr. Irwin A. Horowitz<PAGE>
5/06/97<PAGE>
350,000 $1.9375 per share<PAGE>
Dr. Irwin A. Horowitz<PAGE>
9/04/97 1,000,0001 $.84375 per share<PAGE>
Dr. Irwin A. Horowitz<PAGE>
8/31/97 150,0002 $2.375 per share
</TABLE>
(d) Not Applicable.
(e) Not Applicable.
ITEM 6. Contracts, Arrangements, Understandings or
Relationships
With Respect to Securities of the Issuer.
Response to ITEM 4 is incorporated herein
by reference.
1Does not include as beneficially owned, options to acquire
450,000 shares of Common Stock, which options are not
exercisable within the next 60 days.
2Options granted on October 29, 1996 which vest as to
150,000 shares of Common Stock on October 29, 1997.<PAGE>
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.
Date: October 27, 1997
s/ Irwin A.
Horowitz
Irwin A. Horowitz
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
