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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
INTERNATIONAL NURSING SERVICES, INC.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
460093404
(CUSIP Number)
David Klugman
701 North Lake Drive, Lakewood, NJ 08701
908-905-9206
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 18, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement of Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-I(b)(3) or (4), check the following box
[ ]
Check the following box if a fee is being paid with the statement. [X]
(A fee is not required only if the reporting 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)
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 pages)
(Page 1 of 6 Pages)
*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
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).
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Schedule 13D
CUSIP No. 460093404 13D Page 2 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David Klugman
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7. SOLE VOTING POWER
NUMBER OF -0-
SHARES
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY -0-
EACH
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON WITH 340,000
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
340,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.60%
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
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Schedule 13D
CUSIP No. 460093404 13D Page 3 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David Klugman Money Purchase Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
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
7. SOLE VOTING POWER
NUMBER OF 12,065
SHARES
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY -0-
EACH
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON WITH 140,065
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
140,065
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.39%
14. TYPE OF REPORTING PERSON*
EP
*SEE INSTRUCTIONS BEFORE FILLING OUT
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Page 4 of 6 Pages
This statement constitutes Amendment No. 1 to the statement on Schedule
13D filed with the Securities and Exchange Commission on August 27, 1996 (the
"Original Statement"), of the David Klugman Money Purchase Plan (the "Plan") and
David Klugman (collectively, the "Reporting Persons"), filing jointly. All
defined terms hereunder have the meanings set forth in the Original Statement.
This Amendment No. 1 reflects certain material changes in the information set
forth in the Original Statement, as follows:
Item 5. Interest in Securities of the Issuer.
(a) The following table shows the beneficial ownership of each of the
Reporting Persons in the Company's Common Stock, the basis of such ownership,
and the percentage of the total number of outstanding shares of Common Stock as
of January 15, 1997. The table assumes that the Conversion Price of the
Preferred Stock is $1.25 per share. The table assumes further that all Preferred
Stock and Warrants were converted and exercised, as the case may be, and that
the total number of outstanding shares of the Company's Common Stock is
5,729,976 prior to such conversion and exercise.
Number of Shares Percentage of
Name Beneficially Owned Outstanding Shares
- ---- ------------------ ------------------
David Klugman Money
Purchase Plan (1) 140,065 2.39%
David Klugman (2) 340,000 5.60%
(1) Consists of 12,065 shares of Common Stock, 48,000 shares issuable upon
conversion of Preferred Stock and 80,000 shares issuable upon exercise
of Warrants.
(2) Consists of 96,000 shares issuable upon conversion of Preferred Stock,
144,000 shares issuable upon exercise of Warrants and 100,000 shares
issuable upon exercise of finders fee warrants. Does not include shares
and Warrants owned by the Plan.
(b) Mr. Klugman disclaims beneficial ownership in the Common Stock that
is owned by the Plan and that is reported herewith. The Plan disclaims
beneficial ownership in the Common Stock owned by Mr. Klugman. There is no
written arrangement respecting voting and dispositive powers with respect to the
Common Stock.
(c) On October 14, 1996, Mr. Klugman converted 4 shares of Preferred
Stock, including all accrued dividends, into 32,272
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Page 5 of 6 Pages
shares of Common Stock, at a conversion price of $1.25 per share. On December
23, 1996, Mr. Klugman converted 2 shares of Preferred Stock, including all
accrued dividends, into 26,184 shares of Common Stock, at a conversion price of
$0.796875 per share. The following sale transactions were effected by Mr.
Klugman subsequent to the conversions:
Purchase or
Date Sale Amount Price per Share
- ---- ----------- ------ ---------------
10/22/96 Sale 15,000 2.0625
11/01/96 Sale 15,000 2.00
12/06/96 Sale 2,272 1.03125
12/27/96 Sale 2,500 1.03125
01/02/97 Sale 2,500 1.03125
01/02/97 Sale 2,500 1.00
01/03/97 Sale 2,500 1.03125
01/07/97 Sale 4,000 1.00
01/08/97 Sale 2,500 1.00
01/09/97 Sale 8,000 1.1191
01/10/97 Sale 1,684 1.25
On November 7, 1996, the Plan converted 2 shares of Preferred Stock,
including all accrued dividends, into 16,491 shares of Common Stock, at a
conversion price of $1.25 per share. On December 23, 1996, the Plan converted 1
share of Preferred Stock, including all accrued dividends, into 13,092 shares of
Common Stock, at a conversion price of $0.796875 per share. On January 9, 1997,
the Plan converted 1 share of Preferred Stock, including all accrued dividends,
into 13,973 shares of Common Stock, at a conversion price of $0.75 per share.
The following sale transactions were effected by the Plan subsequent to the
conversions:
Purchase or
Date Sale Amount Price per Share
- ---- ----------- ------ ---------------
11/07/96 Sale 2,500 2.0312
11/07/96 Sale 500 2.00
11/07/96 Sale 2,000 2.00
12/02/96 Sale 2,000 1.4375
12/02/96 Sale 500 1.4375
12/02/96 Sale 2,000 1.4375
12/02/96 Sale 500 1.4375
12/03/96 Sale 1,000 1.3437
12/03/96 Sale 2,000 1.375
12/06/96 Sale 1,000 1.0312
12/06/96 Sale 1,500 1.00
12/06/96 Sale 100 1.0625
12/06/96 Sale 891 1.0625
01/13/97 Sale 10,000 1.443
01/15/97 Sale 2,500 1.50
01/15/97 Sale 2,500 1.5625
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Page 6 of 6 Pages
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: January 17, 1997
DAVID KLUGMAN MONEY PUURCHASE PLAN
By: /s/ David Klugman
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Title: Trustee
/s/ David Klugman
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David Klugman
