SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
Electric Fuel Corporation
(Name of Issuer)
Common Stock $0.01 Par Value
(Title of Class of Securities)
284871-10-0
(CUSIP Number)
Steven M. Plon, Esquire, Silverman Coopersmith Hillman & Frimmer
Two Penn Center Plaza, Suite 910, Philadelphia, PA 19102, (215) 636-4482
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
May 5, 1997
(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 the statement . (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 claim 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 13d1(a) for other parties to whom copies are
to be sent.
*The remainder of this coverage page shall be filed 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 action of the
Act but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following page(s))
Page 1 of 5
<PAGE>
13D
CUSIP NO. 284871-10-0
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Leon S. Gross S.S. No. ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) X
(b)
3. SEC USE ONLY
4. SOURCE OF FUNDS*
PF and 00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
3,422,362
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
1,538,462
10. SHARED DISPOSITIVE POWER
1,883,900 shares are subject to Margin Account Agreements.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,422,362
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24% of issued and outstanding stock
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 5
<PAGE>
AMENDMENT NO. 5 TO SCHEDULE 13-D
This Amendment No. 5 to the Schedule 13D dated February 23, 1996, as amended
by the First Amendment to Schedule 13D dated April 30, 1996, the Second
Amendment to Schedule 13D dated September 1, 1996, the Third Amendment to
Schedule 13D dated October 11, 1996 and the Fourth Amendment to Schedule 13D
dated December 27, 1996 (the "Existing Schedule 13D"), is being filed by the
undersigned in accordance with Rule 13d-2(a) of the general rules and
regulations under the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and amends the Existing Schedule 13D to the extent set
forth below. Terms defined in the Existing Schedule 13D are used herein as so
defined.
Item 3. Source and Amount of Funds or Other Consideration.
Amend Item 3 of the Existing Schedule 13D by adding the following paragraph:
The 83,500 Shares of the Issuer acquired by Mr. Gross in open market
purchases since March 1, 1997 were acquired at a cost (excluding
commissions) of $476,937.50. The funds required for all of the foregoing
Shares purchased by Mr. Gross were provided,in part, by Mr. Gross's
personal funds, and, in part, from funds borrowed by Mr. Gross through
his margin accounts at the Brokerage Firms.
Item 4. Purpose of Transaction.
Item 4 of the Existing Schedule 13D is hereby amended by adding the following:
As of March 31, 1997, Mr. Gross became a member of the board of directors
of the Issuer.
Item 5. Interest in Securities of the Issuer.
The third paragraph of Items 5(a) and (b) of the Existing Schedule 13D is
hereby amended to read as follows:
Mr. Gross beneficially owns 3,422,362 Shares, or 24% of the Common Stock
outstanding. Mr. Gross has the sole power to vote all Shares beneficially
owned by him. Mr. Gross has sole power to dispose of all Shares beneficially
owned by him, except for rights as to disposition for a total of 1,883,900
Shares granted to the Brokerage Firms under their respective Margin Account
Agreements. To the best of Mr. Gross' knowledge, no other person has the
right to receive or the power to direct the receipt of dividends from, or
proceeds of the sale of, the shares of Common Stock held by him.
Page 3 of 5
<PAGE>
(c) Listed below are the acquisitions of Shares by Mr. Gross which have
occurred since March 1, 1997. Other than the shares purchased on May 5, 1997,
which were purchased pursuant to a private sale, the acquisitions were made
through open market purchases.
Date Number of Shares Price Per Share
March 10, 1997 35,000 $5.625
March 11, 1997 5,000 $5.50
March 18, 1997 4,400 $5.375
March 19, 1997 1,000 $5.375
March 31, 1997 3,100 $5.375
April 1, 1997 5,000 $5.375
May 5, 1997 30,000 $6.00
________
Total 83,500
As a result of joining the board of directors of the Issuer, on March 31, 1997
Mr. Gross was granted options to purchase 15,000 shares of the Issuer's
common stock at the exercise price of $5.375 per share. One-third of the
options are exercisable on each of the first, second and third anniversaries
of the date of grant.
Item 6. Contracts, Arrangements, Understanding or Relationship With Respect to
Securities of the Issuer.
Item 6 of the Existing Schedule 13D is hereby amended by adding the following
paragraph:
Since the filing of the Existing Schedule 13D, Mr. Gross has added to and
moved Shares among the margin accounts he has with the Brokerage Firms. As of
May 5, 1997, Mr. Gross' Shares are pledged as follows:
Brokerage Firm Number of Shares
Advest 29,000
Donaldson, Lufkin & Jenrette 262,500
Goldman Sachs 20,000
Gruntal 20,000
Lehman Brothers 1,204,500
Prudential 146,300
__________
TOTAL 1,883,900
Page 4 of 5
<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.
May 12, 1997
Date
/s/ Leon S. Gross
Leon S. Gross
Page 5 of 5
