SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Momentum Software Corporation
(Name of Issuer)
Common Stock, par value $.001
(Title of Class of Securities)
608783106
(CUSIP Number)
Jack Becker
Snow Becker Krauss P.C.
605 Third Avenue, New York, NY 10158 (212) 687-3860
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
May 15, 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 this statement [ ].
Page 1 of 5 pages
<PAGE>
SCHEDULE 13D
Page 2 of 5 pages
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Snow Becker Krauss P.C.
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3) SEC USE ONLY
4) SOURCE OF FUNDS
00 (See Item 3)
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e) [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
New York State
7) SOLE VOTING POWER
556,000
NUMBER 8) SHARED VOTING POWER
OF SHARES 0
BENEFICIALLY
OWNED BY 9) SOLE DISPOSITIVE POWER
EACH 556,000
REPORTING
PERSON WITH 10) SHARED DISPOSITIVE POWER
0
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
556,000
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.6%
14) TYPE OF REPORTING PERSON
CO
<PAGE>
Page 3 of 5
Item 1. Security and Issuer.
This Statement relates to shares of Common Stock, $.001 par value (the
"Shares"), of Momentum Software Corporation, a New York corporation (the
"Issuer"). The principal executive offices of the Issuer are located at 401
South Van Brunt Street, Englewood, NJ 07631.
Item 2. Identity and Background.
The Reporting Person is Snow Becker Krauss P.C. Its address is 605 Third
Avenue, New York, NY 10158. The Reporting Person is a law firm professional
corporation organized in New York State.
During the last five years, the Reporting Person has not been convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors).
During the past five years, the Reporting Person has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
resulting in a judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, Federal or state securities
laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Person received 256,000 Shares from the Issuer in payment of
legal fees and disbursements owed to the Reporting Person by the Issuer. No cash
was paid by the Reporting Person for the Shares.
Item 4. Purpose of Transaction.
The Reporting Person acquired the Shares, as described in Item 3, in
payment of legal fees and disbursements owed to the Reporting Person by the
Issuer. Except as otherwise disclosed herein and absent any change in
circumstances, the Reporting Person intends to maintain its equity position in
the Issuer. The Reporting Person, however, intends to review on a continuing
basis its investment in the Issuer and may, depending upon such evaluation of
the Issuer's business and prospects and upon future developments in the Issuer's
business and economic conditions, determine to increase, decrease, continue to
hold or dispose of its position in the Issuer.
Item 5. Interest in Securities of the Issuer.
(a) The Reporting Person beneficially owns 556,000 Shares. This amount
represents approximately 12.6% of the outstanding Shares of the Issuer (based on
4,149,698 outstanding Shares of the Issuer as of March 31, 1996, as reported by
the Issuer in its Quarterly Report on Form 10-Q for the fiscal quarter ended
March 31, 1996.
(b) The Reporting Person has sole voting power over 556,000 Shares, shared
voting power over 0 Shares, sole dispositive power over 556,000 Shares, and
shared dispositive power over 0 Shares.
(c) The Reporting Person has not, in the past sixty days, engaged in any
transactions involving Shares of the Issuer other than as reported in Item 3
above.
(d) and (e) N/A.
<PAGE>
Page 4 of 5
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
The Reporting Person has no agreements or understandings with any person or
entity respecting the Shares.
Item 7. Material to be Filed as Exhibits.
None.
<PAGE>
Page 5 of 5
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.
SNOW BECKER KRAUSS P.C.
Dated: May 17, 1996 By: /s/ Jack Becker
----------------------------
Jack Becker, President
<PAGE>
