SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
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 & 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)
September 1, 1998
(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
CUSIP NO. 284871-10-0 13D
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)
(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
3,435,004
8. SHARED VOTING POWER
160,000
9. SOLE DISPOSITIVE POWER
1,408,462
10.SHARED DISPOSITIVE POWER
2,186,542 [2,026,542 shares are subject to
Margin Account Agreements and 160,000 are
held jointly as a Co-Trustee of the Rose
Gross Charitable Foundation].
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,595,004
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
25.1% of the issued and outstanding stock
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 5
AMENDMENT NO. 7 TO SCHEDULE 13D
This Amendment No.7 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, the Fourth Amendment to Schedule 13D dated
December 27, 1996, the Fifth Amendment to Schedule 13D dated May
12, 1997 and the Sixth Amendment to Schedule 13D dated December
3, 1997 (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:
25,000 Shares of the Issuer acquired by Mr. Gross in open
market purchases since July 1, 1998 were acquired at a cost
(excluding commissions) of $73,375. 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 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 3,595,004 Shares, or 25.1% of
the Common Stock outstanding. Of the 3,595,004 Shares
beneficially owned by him, Mr. Gross has the sole power to vote
3,435,004 Shares. The remaining 160,000 Shares are held jointly
by Mr. Gross and Lawrence M. Miller in their capacities as Co-Trustees of the
Rose Gross Charitable Foundation (the "Foundation"), a charitable foundation
founded by Mr. Gross by Agreement of Trust dated May 28, 1997. Mr. Gross has
sole power to dispose of all Shares beneficially owned by him, except for
(i) rights as to disposition for a total of 2,026,542 Shares
granted to the Brokerage Firms under their respective Margin
Account Agreements and (ii) the 160,000 Shares owned by the
Foundation. To the best of Mr. Gross' knowledge, except as
expressly set forth herein, 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 held by him.
Page 3 of 5
(c) Listed below are the acquisitions of Shares by Mr.
Gross which have occurred since July 28, 1998, all of which were
made through open market purchases.
Date Number of Shares Price Per Share
August 31, 1998 22,000 $3.0625
August 31, 1998 3,000 $3.00
________
Total 25,000
Mr. Gross has invested in the Shares of the Issuer primarily
because of the possibility that it will be successful in its
business activities. Mr. Gross may make dispositions and
additional purchases subject to a number of factors, including
market prices of the Shares and his continuing review of the
business of and the prospects for the Issuer and general market
and business considerations.
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 paragraphs:
(b) Since the filing of the Existing Schedule 13D, Mr.
Gross has added to and moved Shares among the margin accounts he
has with the following Brokerage Firms. As of September 28, 1998,
Mr. Gross' Shares are pledged as follows:
Brokerage Firm Number of Shares
Advest 249,000
Dean Witter 935,542
Donaldson, Lufkin & Jenrette 125,000
Gruntal 20,000
Merrill Lynch 697,000
____________
TOTAL 2,026,542
Page 4 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.
September 28, 1998
Date
/s/ Leon S. Gross
Leon S. Gross
Page 5 of 5
