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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(RULE 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(AMENDMENT NO. 2)(1)
SHAMAN PHARMACEUTICALS, INC.
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(NAME OF ISSUER)
COMMON STOCK
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(TITLE OF CLASS OF SECURITIES)
819319 10 4
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(CUSIP NUMBER)
(CONTINUED ON FOLLOWING PAGE(S))
(PAGE 1 OF 6 PAGES)
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(1) 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 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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CUSIP NO. 819319 10 4 13G Page 2 of 6 Pages
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
LISA A. CONTE
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
NUMBER 472,300 SHARES OF COMMON STOCK AND 121,667
OF SHARES OF COMMON STOCK ISSUABLE UPON
SHARES EXERCISE OF STOCK OPTIONS
BENEFICIALLY --------------------------------------------------------
OWNED BY 6 SHARED VOTING POWER
EACH 0
REPORTING --------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH 472,300 SHARES OF COMMON STOCK AND 121,667
SHARES OF COMMON STOCK ISSUABLE UPON
EXERCISE OF STOCK OPTIONS
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
472,300 SHARES OF COMMON STOCK AND 121,667 SHARES OF COMMON
STOCK ISSUABLE UPON EXERCISE OF STOCK OPTIONS
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.34% AS OF DECEMBER 31, 1997
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 819319 10 4 13G Page 3 of 6 Pages
ITEM 1(a) NAME OF ISSUER:
Shaman Pharmaceuticals, Inc.
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
213 East Grand Avenue
South San Francisco, CA 94080
ITEM 2(a) NAME OF PERSON FILING:
Lisa A. Conte (2)
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
213 East Grand Avenue
South San Francisco, CA 94080
ITEM 2(c) CITIZENSHIP:
United States
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(e) CUSIP NUMBER:
819319 10 4
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(2) Ms. Conte is the President and Chief Executive Officer of Issuer.
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CUSIP NO. 819319 10 4 13G Page 4 of 6 Pages
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR
13d-2(b), 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,
(e) [ ] Investment Advisor registered under Section 203 of
the Investment Advisers Act of 1940,
(f) [ ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see
13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company, in accordance with Rule
13d-1(b)(ii)(G); see Item 7,
(h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Not Applicable.
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned: See Row 9 of cover page.
(b) Percent of Class: See Row 11 of cover page.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: See Row
5 of cover page.
(ii) shared power to vote or to direct the vote: See Row
6 of cover page.
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CUSIP NO. 819319 10 4 13G Page 5 of 6 Pages
(iii) sole power to dispose or to direct the disposition
of: See Row 7 of cover page.
(iv) shared power to dispose or to direct the
disposition of: See Row 8 of cover page.
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 [X]
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.
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CUSIP NO. 819319 10 4 13G Page 6 of 6 Pages
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purposes or effect.
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 17, 1998
/s/ LISA A. CONTE
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Lisa A. Conte
