<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------------
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Life Medical Sciences, Inc.
------------------------------------
(Name of Issuer)
Common Stock, par value $.001 per share
------------------------------------
(Title of Class of Securities)
53215M 10 1
------------------------------------
(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).
Page 1 of 6 Pages
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 2 of 6 Pages
1 NAME OF REPORTING PERSON - Magar Inc.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED BY 677,500 (1)
EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
677,500 (1)
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
677,500
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.56% (2)
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents shares of Common Stock held of record by Magar Inc.
(2) Based on 7,914,820 shares of Common Stock outstanding on the date hereof.
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 3 of 6 Pages
1 NAME OF REPORTING PERSON - Martin D. Fife
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED BY 44,911
EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
677,500 (1)
7 SOLE DISPOSITIVE POWER
44,911
8 SHARED DISPOSITIVE POWER
677,500 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
722,411
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.13% (2)
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents 677,500 shares of Common Stock held of record by Magar
Inc., of which Mr. Fife is an officer, director and principal stockholder.
Mr. Fife may be considered to beneficially own, and to have shared
investment and voting power with respect to, all shares of Common Stock
owned by Magar Inc.
(2) Based on 7,914,820 shares of Common Stock outstanding on the date
hereof.
<PAGE>
Page 4 of 6 Pages
Item 1.
(a) The name of the issuer is Life Medical Sciences, Inc. (the "Company").(1)
(b) The address of the Company's principal executive offices is 379 Thornall
Street, Edison, New Jersey, 08837.
Item 2.
(a) See the responses set forth in item (1) on pages two and three hereof for
the names of the persons filing this statement.
(b) The addresses of the principal business offices of the persons filing this
statement are:
Magar Inc. 616 Washington Court
Guilderland, New York 12084
Martin D. Fife 405 Lexington Avenue, 33rd Floor
New York, New York 10174
(c) See the responses set forth in item (4) on pages two and three hereof for
the citizenship or place of organization of the persons filing this
statement.
(d) The title of the class of securities for which this statement is being
filed is Common Stock, $.001 par value per share ("Common Stock").
(e) The CUSIP number of the class of securities for which this statement is
being filed is 53215M 10 1.
Item 3. If this Statement is Filed pursuant to Rule 13d-1(b), or 13d-2(b),
Check Whether the Person Filing is a:
Not applicable.
Item 4. Ownership
See the responses set forth in items (5)-(9) and (11) on pages two and three
hereof for information relating to the reporting person's beneficial ownership
of Common Stock of the Company.
Item 5. Ownership of Five Percent or Less of a Class
Not applicable.
- -----------------------------
(1) All previous paper filings are attached hereto as exhibits.
<PAGE>
Page 5 of 6 Pages
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
Irwin M. Rosenthal, Herbert Moskowitz and Martin D. Fife each have a right to
receive certain percentages of dividends with respect to, and proceeds from the
sale of, shares of Common Stock of the Company held by Magar Inc. to the extent
such amounts constitute profits of Magar Inc.
During January 1994, Magar Inc. borrowed funds from National Westminster Bank
USA (the "Bank") and, to date, has pledged 600,000 of the shares of the
Company's Common Stock owned by it to the Bank as security for the repayment of
such funds. In the event of default on the loan, the Bank shall have the right
to vote and/or dispose of such shares.
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.
<PAGE>
Page 6 of 6 Pages
SIGNATURE
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: February 20, 1997
---------------------------
MAGAR INC.
By: /s/ Martin D. Fife
--------------------------------
Martin D. Fife, Chairman
/s/ Martin D. Fife
--------------------------------
Martin D. Fife
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Note. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
<PAGE>
EXHIBITS
(ALL PRIOR SCHEDULES 13G FILED PREVIOUSLY)
SCHEDULE G, FILED FEBRUARY 10, 1993
AMENDMENT NO. 1 TO SCHEDULE G, FILED MAY 19, 1994
AMENDMENT NO. 2 TO SCHEDULE G, FILED FEBRUARY 14, 1995
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
LIFE MEDICAL SCIENCES, INC.
----------------------------
(Name of Issuer)
COMMON STOCK, PAR VALUE $.001 PER SHARE
----------------------------
(Title of Class of Securities)
53215M 10 1
----------------------------
(CUSIP Number)
----------------------------
Check the following box if a fee is being paid with this statement [X] (A
fee is not required only if the filing 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.)
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 2 of 16 Pages
1 NAME OF REPORTING PERSONS - MAGAR INC.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
1,191,212
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
1,191,212
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,191,212
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
39.4
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 3 of 16 Pages
1 NAME OF REPORTING PERSONS - IRWIN M. ROSENTHAL
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 33,479
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
1,191,212
7 SOLE DISPOSITIVE POWER
33,479
8 SHARED DISPOSITIVE POWER
1,191,212
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,224,691
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
40.5
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 4 of 16 Pages
1 NAME OF REPORTING PERSONS - HERBERT MOSKOWITZ
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 85,887
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
1,191,212
7 SOLE DISPOSITIVE POWER
85,887
8 SHARED DISPOSITIVE POWER
1,191,212
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,277,099
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
42.2
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 5 of 16 Pages
1 NAME OF REPORTING PERSONS - MARTIN D. FIFE
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 44,911
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
1,191,212
7 SOLE DISPOSITIVE POWER
44,911
8 SHARED DISPOSITIVE POWER
1,191,212
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,236,123
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
40.9
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 6 of 16 Pages
1 NAME OF REPORTING PERSONS - ANDREW F. CAPOCCIA
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 31,438
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
1,191,212
7 SOLE DISPOSITIVE POWER
31,438
8 SHARED DISPOSITIVE POWER
1,191,212
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,222,650
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
40.4
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 7 of 16 Pages
ITEM 1(a).
The name of the issuer is Life Medical Sciences, Inc. (the "Company").
ITEM 1(b).
The address of the issuer's principal executive offices is 214 Carnegie Center,
Princeton, New Jersey, 08540.
ITEM 2(a).
See the responses set forth in item (1) on pages two through six hereof for the
names of the persons filing this statement.
ITEM 2(b).
The address of the principal business office of the persons filing this
statement are:
Magar Inc. 30 Rockefeller Plaza
29th Floor
New York, New York 10112
Irwin M. Rosenthal c/o Rubin Baum Levin Constant &
Friedman
30 Rockefeller Plaza
New York, New York 10112
Herbert Moskowitz 616 Washington Court
Guilderland, New York 12084
Martin D. Fife c/o Magar Inc.
30 Rockefeller Plaza
29th Floor
New York, New York 10112
Andrew F. Capoccia 56 Bentwood Court
Albany, New York 12207
ITEM 2(c).
See the responses set forth in item (4) on pages two through six hereof for the
citizenship or place of organization of the persons filing this statement.
<PAGE>
Page 8 of 16 Pages
ITEM 2(d).
The title of the class of securities for which this statement is being filed is
Common Stock, $.001 par value per share.
ITEM 2(e).
The CUSIP number of the class of securities for which this statement is being
filed is 53215M 10 1.
ITEM 3.
Not applicable.
ITEM 4.
See the responses set forth in items (5)-(9) and (11) on pages two through six
hereof for information relating to beneficial ownership of Common Stock of the
Company. The responses set forth in items (5), (7), (9) and (11) on page four
hereof with respect to Common Stock beneficially owned by Herbert Moskowitz do
not include (i) 42,200 Class A Warrants each of which currently entitles the
holder to purchase, at an exercise price of $9.00, one share of Common Stock and
one Class B Warrant, and (ii) 42,200 Class B Warrants each of which currently
entitles the holder to purchase, at an exercise price of $13.50, one share of
Common Stock.
ITEM 5.
Not applicable.
ITEM 6.
Irwin M. Rosenthal, Herbert Moskowitz, Martin D. Fife and Andrew F. Capoccia
each have a right to receive certain percentages of dividends with respect to,
and proceeds from the sale of, shares of Common Stock of the Company held by
Magar Inc. to the extent such amounts constitute profits of Magar Inc.
ITEM 7.
Not applicable.
ITEM 8.
Not applicable.
<PAGE>
Page 9 of 16 Pages
ITEM 9.
Not applicable.
ITEM 10.
Not applicable.
<PAGE>
Page 10 of 16 Pages
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: FEBRUARY 10, 1993
---------------------------
MAGAR INC.
By: \s\ MARTIN D. FIFE
------------------------------
Martin D. Fife, Chairman
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. Intentional misstatements or omissions of fact constitute
Federal criminal violations (SEE 18 U.S.C. 1001).
<PAGE>
Page 11 of 16 Pages
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: FEBRUARY 10, 1993
--------------------------
\s\ IRWIN M. ROSENTHAL
--------------------------------
Irwin M. Rosenthal
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. Intentional misstatements or omissions of fact constitute
Federal criminal violations (SEE 18 U.S.C. 1001).
<PAGE>
Page 12 of 16 Pages
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: FEBRUARY 10, 1993
-------------------------
\s\ HERBERT MOSKOWITZ
--------------------------------
Herbert Moskowitz
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. Intentional misstatements or omissions of fact constitute
Federal criminal violations (SEE 18 U.S.C. 1001).
<PAGE>
Page 13 of 16 Pages
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: FEBRUARY 10, 1993
--------------------------
\s\ MARTIN D. FIFE
-------------------------------
Martin D. Fife
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. Intentional misstatements or omissions of fact constitute
Federal criminal violations (SEE 18 U.S.C. 1001).
<PAGE>
Page 14 of 16 Pages
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: FEBRUARY 10, 1993
-------------------------
\s\ ANDREW F. CAPOCCIA
-------------------------------
Andrew F. Capoccia
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. Intentional misstatements or omissions of fact constitute
Federal criminal violations (SEE 18 U.S.C. 1001).
<PAGE>
Page 15 of 16 Pages
EXHIBIT INDEX
EXHIBIT PAGE
(1) Agreement among reporting persons.......................................16
<PAGE>
Page 16 of 16 Pages
The undersigned hereby agree to the filing, on behalf of each of us, of the
Schedule 13G covering shares of Common Stock, $.001 par value per share, of Life
Medical Sciences, Inc., and consent to the inclusion of this document as an
exhibit to such Schedule 13G.
Date: February 10, 1993
MAGAR INC.
By:
-----------------------------
Martin D. Fife, Chairman
-----------------------------
Irwin M. Rosenthal
-----------------------------
Herbert Moskowitz
-----------------------------
Martin D. Fife
-----------------------------
Andrew F. Capoccia
<PAGE>
Page 16 of 16 Pages
The undersigned hereby agree to the filing, on behalf of each of us, of the
Schedule 13G covering shares of Common Stock, $.001 par value per share, of Life
Medical Sciences, Inc., and consent to the inclusion of this document as an
exhibit to such Schedule 13G.
Date: February 10, 1993
MAGAR INC.
By:
-----------------------------
Martin D. Fife, Chairman
-----------------------------
Irwin M. Rosenthal
-----------------------------
Herbert Moskowitz
-----------------------------
Martin D. Fife
-----------------------------
Andrew F. Capoccia
<PAGE>
Page 16 of 16 Pages
The undersigned hereby agree to the filing, on behalf of each of us, of the
Schedule 13G covering shares of Common Stock, $.001 par value per share, of Life
Medical Sciences, Inc., and consent to the inclusion of this document as an
exhibit to such Schedule 13G.
Date: February 10, 1993
MAGAR INC.
By:
-----------------------------
Martin D. Fife, Chairman
-----------------------------
Irwin M. Rosenthal
-----------------------------
Herbert Moskowitz
-----------------------------
Martin D. Fife
-----------------------------
Andrew F. Capoccia
<PAGE>
Page 16 of 16 Pages
The undersigned hereby agree to the filing, on behalf of each of us, of the
Schedule 13G covering shares of Common Stock, $.001 par value per share, of Life
Medical Sciences, Inc., and consent to the inclusion of this document as an
exhibit to such Schedule 13G.
Date: February 10, 1993
MAGAR INC.
By:
-----------------------------
Martin D. Fife, Chairman
-----------------------------
Irwin M. Rosenthal
-----------------------------
Herbert Moskowitz
-----------------------------
Martin D. Fife
-----------------------------
Andrew F. Capoccia
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1994
Estimated average burden
hours per response 14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)
LIFE MEDICAL SCIENCES, INC.
---------------------------
(Name of Issuer)
COMMON STOCK, PAR VALUE $.001 PER SHARE
---------------------------
(Title of Class of Securities)
53215M 10 1
---------------------------
(CUSIP Number)
---------------------------
Check the following box if a fee is being paid with this statement / / (A
fee is not required only if the filing 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.)
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).
Page 1 of __ Pages
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 2 of 9 Pages
1 NAME OF REPORTING PERSONS - MAGAR INC.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
857,500 (1)(2)
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
857,500 (1)(2)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
857,500(1)(2)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.30% (3)
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents shares of Common Stock held of record by Magar Inc.
(2) Since the filing of the original statement on Schedule 13G to which this
Amendment relates, Magar Inc. transferred 303,712 shares of Common Stock to
Andrew F. Capoccia, a former stockholder of Magar Inc.
(3) Based on 4,025,000 shares of Common Stock outstanding.
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 3 of 9 Pages
1 NAME OF REPORTING PERSONS - IRWIN M. ROSENTHAL
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
891,500 (1)
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
891,500 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
891,500
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
22.15% (2)
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents 857,500 shares of Common Stock held of record by Magar Inc.,
and 34,000 shares of Common Stock held of record by the reporting person
which are pledged to an individual as security for a loan to the reporting
person.
(2) Based on 4,025,000 shares of Common Stock outstanding.
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 4 of 9 Pages
1 NAME OF REPORTING PERSONS - HERBERT MOSKOWITZ
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED 212,487 (1)
BY EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
857,500 (2)
7 SOLE DISPOSITIVE POWER
212,487 (1)
8 SHARED DISPOSITIVE POWER
857,500 (2)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,069,987
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
25.77% (3)
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Includes 126,600 shares of Common Stock currently issuable upon exercise of
42,200 Class A Warrants and 42,200 Class B Warrants (including 42,200 Class
B Warrants underlying such Class A Warrants) owned by the reporting person.
(2) Represents shares of Common Stock held of record by Magar Inc.
(3) Based on 4,025,000 shares of Common Stock outstanding plus 126,600 shares
of Common Stock which the reporting person has a right to acquire upon
exercise of Class A Warrants and Class B Warrants (including Class B
Warrants underlying such Class A Warrants).
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 5 of 9 Pages
1 NAME OF REPORTING PERSONS - MARTIN D. FIFE
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED BY 44,911
EACH REPORTING
PERSON WITH 6 SHARED VOTING POWER
857,500 (1)
7 SOLE DISPOSITIVE POWER
44,911
8 SHARED DISPOSITIVE POWER
857,500 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
902,411
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
22.42% (2)
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents shares of Common Stock held of record by Magar Inc.
(2) Based on 4,025,000 shares of Common Stock outstanding.
<PAGE>
Page 5 of 9 Pages
ITEM 1(a).
The name of the issuer is Life Medical Sciences, Inc. (the "Company").
ITEM 1(b).
The address of the issuer's principal executive offices is 214 Carnegie Center,
Princeton, New Jersey, 08540.
ITEM 2(a).
See the responses set forth in item (1) on pages two through six hereof for the
names of the persons filing this statement.
ITEM 2(b).
The addresses of the principal business offices of the persons filing this
statement are:
Magar Inc. 30 Rockefeller Plaza
29th Floor
New York, New York 10112
Irwin M. Rosenthal c/o Rubin Baum Levin Constant
& Friedman
30 Rockefeller Plaza
New York, New York 10112
Herbert Moskowitz 616 Washington Court
Guilderland, New York 12084
Martin D. Fife c/o Magar Inc.
30 Rockefeller Plaza
29th Floor
New York, New York 10112
ITEM 2(c).
See the responses set forth in item (4) on pages two through six hereof for the
citizenship or place of organization of the persons filing this statement.
ITEM 2(d).
The title of the class of securities for which this statement is being filed is
Common Stock, $.001 par value per share ("Common Stock").
<PAGE>
Page 7 of 9 Pages
ITEM 2(e).
The CUSIP number of the class of securities for which this statement is being
filed is 53215M 10 1
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS:
Not applicable.
ITEM 4. OWNERSHIP
See the responses set forth in items (5)-(9) and (11) on pages two through five
hereof for information relating to beneficial ownership of Common Stock of the
Company.
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 of more than five
percent of the class of securities, check the following .
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Irwin M. Rosenthal, Herbert Moskowitz and Martin D. Fife each have a right to
receive certain percentages of dividends with respect to, and proceeds from the
sale of, shares of Common Stock of the Company held by Magar Inc. to the extent
such amounts constitute profits of Magar Inc.
During January 1994, Magar Inc. borrowed funds from National Westminster Bank
USA (the "Bank") and, to date, has pledged 450,000 of the shares of the
Company's Common Stock owned by it to the Bank as security for the repayment of
such funds. In the event of default on the loan, the Bank shall have the right
to vote and/or dispose of such shares.
Irwin M. Rosenthal has pledged to an individual 34,000 shares of Common Stock
held of record by Mr. Rosenthal as security for a loan to Mr. Rosenthal from
such individual. In the event of default on the loan, such individual shall
have the right to vote and/or dispose of such shares.
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.
<PAGE>
Page 8 of 9 Pages
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATION
Not applicable.
<PAGE>
Page 9 of 9 Pages
SIGNATURE
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Date: May 19, 1994
MAGAR INC.
By: /s/ MARTIN D. FIFE
-----------------------------
Martin D. Fife, Chairman
/s/ IRWIN M. ROSENTHAL
-----------------------------
Irwin M. Rosenthal
/s/ MARTIN D. FIFE
-----------------------------
Martin D. Fife
/s/ HERBERT MOSKOWITZ
-----------------------------
Herbert Moskowitz
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. Intentional misstatements or omissions of fact constitute
Federal criminal violations (SEE 18 U.S.C. 1001).
<PAGE>
EXHIBIT INDEX
EXHIBIT PAGE
(1) Agreement among reporting persons ........................................
<PAGE>
The undersigned hereby agree to the filing, on behalf of each of us, of the
Schedule 13G covering shares of Common Stock, $.001 par value per share, of Life
Medical Sciences, Inc. and consent to the inclusion of this document as an
exhibit to such Schedule 13G.
Date: May 19, 1994
MAGAR INC.
By: /s/ MARTIN D. FIFE
-----------------------------
Martin D. Fife, Chairman
/s/IRWIN M. ROSENTHAL
-----------------------------
Irwin M. Rosenthal
/s/MARTIN D. FIFE
-----------------------------
Martin D. Fife
/s/HERBERT MOSKOWITZ
-----------------------------
Herbert Moskowitz
<PAGE>
The undersigned hereby agree to the filing, on behalf of each of us, of the
Schedule 13G covering shares of Common Stock, $.001 par value per share, of Life
Medical Sciences, Inc. and consent to the inclusion of this document as an
exhibit to such Schedule 13G.
Date: May 19, 1994
----------------------
MAGAR INC.
By: /s/ MARTIN D. FIFE
-----------------------------
Martin D. Fife, Chairman
/s/ IRWIN M. ROSENTHAL
-----------------------------
Irwin M. Rosenthal
/s/ MARTIN D. FIFE
-----------------------------
Martin D. Fife
/s/ HERBERT MOSKOWITZ
-----------------------------
Herbert Moskowitz
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------------
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)
Life Medical Sciences, Inc.
-----------------------------
(Name of Issuer)
Common Stock, par value $.001 per share
-----------------------------
(Title of Class of Securities)
53215M 10 1
-----------------------------
(CUSIP Number)
-----------------------------
Check the following box if a fee is being paid with this statement / / (A
fee is not required only if the filing 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.)
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).
Page 1 of __ Pages
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 2 of 9 Pages
1 NAME OF REPORTING PERSONS - MAGAR INC.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY 0
OWNED BY EACH
REPORTING PERSON 6 SHARED VOTING POWER
WITH 857,500 (1)
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
857,500 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
857,500(1)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.30% (2)
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents shares of Common Stock held of record by Magar Inc.
(2) Based on 4,025,000 shares of Common Stock outstanding.
-2-
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 3 of 9 Pages
1 NAME OF REPORTING PERSONS - IRWIN M. ROSENTHAL
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY 0
OWNED BY EACH
REPORTING PERSON 6 SHARED VOTING POWER
WITH 891,500 (1)
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
891,500 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
891,500
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
22.15% (2)
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents 857,500 shares of Common Stock held of record by Magar Inc.,
and 34,000 shares of Common Stock held of record by the reporting person
which are pledged to an individual as security for a loan to the reporting
person.
(2) Based on 4,025,000 shares of Common Stock outstanding.
-3-
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 4 of 9 Pages
1 NAME OF REPORTING PERSONS - HERBERT MOSKOWITZ
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY 250,127 (1)
OWNED BY EACH
REPORTING PERSON 6 SHARED VOTING POWER
WITH 857,500 (2)
7 SOLE DISPOSITIVE POWER
250,127 (1)
8 SHARED DISPOSITIVE POWER
857,500 (2)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,107,627
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
26.55% (3)
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Includes 147,430 shares of Common Stock currently issuable upon exercise of
49,110 Class A Warrants and 49,110 Class B Warrants (including 49,110 Class
B Warrants underlying such Class A Warrants) owned by the reporting person.
(2) Represents shares of Common Stock held of record by Magar Inc.
(3) Based on 4,025,000 shares of Common Stock outstanding plus 147,430 shares
of Common Stock which the reporting person has a right to acquire upon
exercise of Class A Warrants and Class B Warrants (including Class B
Warrants underlying such Class A Warrants).
-4-
<PAGE>
CUSIP NO. 53215M 10 1 13G Page 5 of 9 Pages
1 NAME OF REPORTING PERSONS - MARTIN D. FIFE
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY 44,911
OWNED BY EACH
REPORTING PERSON 6 SHARED VOTING POWER
WITH 857,500 (1)
7 SOLE DISPOSITIVE POWER
44,911
8 SHARED DISPOSITIVE POWER
857,500 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
902,411
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
22.42% (2)
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Represents shares of Common Stock held of record by Magar Inc.
(2) Based on 4,025,000 shares of Common Stock outstanding.
-5-
<PAGE>
Page 6 of 9 Pages
This Statement further amends the Schedule 13G, dated February 10, 1993,
filed by the reporting persons (and another individual) with respect to the
Common Stock, $.001 par value per share, of the issuer, as amended by
Amendment No. 1 thereto dated May 19, 1994.
ITEM 1(a).
The name of the issuer is Life Medical Sciences, Inc. (the "Company").
ITEM 1(b).
The address of the issuer's principal executive offices is 214 Carnegie Center,
Princeton, New Jersey, 08540.
ITEM 2(a).
See the responses set forth in item (1) on pages two through six hereof for the
names of the persons filing this statement.
ITEM 2(b).
The addresses of the principal business offices of the persons filing this
statement are:
Magar Inc. 616 Washington
Guilderland, New York 12084
Irwin M. Rosenthal c/o Rubin Baum Levin Constant
& Friedman
30 Rockefeller Plaza
New York, New York 10112
Herbert Moskowitz 616 Washington Court
Guilderland, New York 12084
Martin D. Fife 405 Lexington Avenue, 33rd floor
New York, NY 10112
ITEM 2(c).
See the responses set forth in item (4) on pages two through six hereof for the
citizenship or place of organization of the persons filing this statement.
ITEM 2(d).
The title of the class of securities for which this statement is being filed is
Common Stock, $.001 par value per share ("Common Stock").
<PAGE>
Page 7 of 9 Pages
ITEM 2(e).
The CUSIP number of the class of securities for which this statement is being
filed is 53215M 10 1
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS:
Not applicable.
ITEM 4. OWNERSHIP
See the responses set forth in items (5)-(9) and (11) on pages two through five
hereof for information relating to beneficial ownership of Common Stock of the
Company.
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 of more than five
percent of the class of securities, check the following .
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Irwin M. Rosenthal, Herbert Moskowitz and Martin D. Fife each have a right to
receive certain percentages of dividends with respect to, and proceeds from the
sale of, shares of Common Stock of the Company held by Magar Inc. to the extent
such amounts constitute profits of Magar Inc.
During January 1994, Magar Inc. borrowed funds from National Westminster Bank
USA (the "Bank") and, to date, has pledged 450,000 of the shares of the
Company's Common Stock owned by it to the Bank as security for the repayment of
such funds. In the event of default on the loan, the Bank shall have the right
to vote and/or dispose of such shares.
Irwin M. Rosenthal has pledged to an individual 34,000 shares of Common Stock
held of record by Mr. Rosenthal as security for a loan to Mr. Rosenthal from
such individual. In the event of default on the loan, such individual shall
have the right to vote and/or dispose of such shares.
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.
<PAGE>
Page 8 of 9 Pages
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATION
Not applicable.
<PAGE>
Page 9 of 9 Pages
SIGNATURE
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Date: February 14, 1995
MAGAR INC.
By: /s/ MARTIN D. FIFE
-------------------------
Martin D. Fife, Chairman
/s/ IRWIN M. ROSENTHAL
-------------------------
Irwin M. Rosenthal
/s/ MARTIN D. FIFE
-------------------------
Martin D. Fife
/s/ HERBERT MOSKOWITZ
-------------------------
Herbert Moskowitz
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE. Six copies of this statement, including all exhibits, should be
filed with Commission.
ATTENTION. Intentional misstatements or omissions of fact constitute
Federal criminal violations (SEE 18 U.S.C. 1001).
<PAGE>
EXHIBIT INDEX
EXHIBIT PAGE
(1) Agreement among reporting persons .......................................
<PAGE>
The undersigned hereby agree to the filing, on behalf of each of us, of
Amendment No. 2 to the Schedule 13G covering shares of Common Stock, $.001 par
value per share, of Life Medical Sciences, Inc. and consent to the inclusion of
this document as an exhibit to such Amendment.
Date: February 14, 1995
MAGAR INC.
By: /s/ MARTIN D. FIFE
------------------------------
Martin D. Fife, Chairman
/s/IRWIN M. ROSENTHAL
------------------------------
Irwin M. Rosenthal
/s/MARTIN D. FIFE
------------------------------
Martin D. Fife
/s/HERBERT MOSKOWITZ
------------------------------
Herbert Moskowitz
<PAGE>
The undersigned hereby agree to the filing, on behalf of each of us, of
Amendment No. 2 to the Schedule 13G covering shares of Common Stock, $.001 par
value per share, of Life Medical Sciences, Inc. and consent to the inclusion of
this document as an exhibit to such Amendment.
Date: February 14, 1995
MAGAR INC.
By: /s/ MARTIN D. FIFE
------------------------------
Martin D. Fife, Chairman
/s/IRWIN M. ROSENTHAL
------------------------------
Irwin M. Rosenthal
/s/MARTIN D. FIFE
------------------------------
Martin D. Fife
/s/HERBERT MOSKOWITZ
------------------------------
Herbert Moskowitz
