UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 5)
BLC FINANCIAL SERVICES, INC.
(Name of Issuer)
Common Stock, par value $.01 per share
055 490 10 6
CUSIP Number
Robert F. Tannenhauser, 919 Third Ave., New York, NY 10022 212-751-5626
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
March 25, 1996
(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-I(b)(3) or (4), check the following
box. NO.
Check the following box if a fee is being paid with the statement. NO.
(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).
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SCHEDULE 13D
CUSIP No. 055 490 10 6
1. Name of Reporting Person: Diane Rosenfeld ###-##-####
2. Check the appropriate box if a member of a group: Not Applicable.
3. SEC USE ONLY.
4. Source of funds: Not applicable.
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e). No.
6. Citizenship or place of organization: United States
Number of Shares Beneficially Owned by Each Reporting Person with:
7. Sole Voting Power: 1,151,437 shares (See Item 5)
8. Shared Voting Power: None. (See Item 5)
9. Sole Dispositive Power: 1,151,437 shares (See Item 5)
10. Shared Dispositive Power: None (See Item 5)
11. Aggregate amount beneficially owned by each reporting person:
1,151,437 shares (See Item 5)
12. Check box if the aggregate amount in Row (11) excludes certain shares:
Yes
13. Percent of class represented by amount in Row (11): 6.64% (See Item 5)
14. Type of reporting person: IN
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Schedule 13D
This Statement constitutes Amendment No. 5 to the Statement on
Schedule 13D filed with the Securities and Exchange Commission (Schedule 13D)
with respect to the Common Stock, $.01 par value (the "Common Stock") of BLC
Financial Services, Inc. ("BLC"). Capitalized terms not otherwise defined
herein shall have the respective meanings ascribed thereto in Schedule 13D and
any amendments thereto. This Report is filed on behalf of Diane Rosenfeld
(the "Reporting Person").
Other then as set forth herein, there has been no material change
in the information set forth in Items 1, 2, 3, 4, 5, 6 and 7 of Schedule 13D.
3. Source and Amount of Funds or Other Consideration.
The Reporting Person's response to Item 3 is hereby amended and
supplemented by the following:
On March 25, 1996, the Reporting Person acquired 148,148 shares of
BLC Common Stock at a purchase price of $.27 per share in a privately-
negotiated transaction. The shares of BLC Common Stock acquired by the
Reporting Person were acquired from her personal funds.
4. Purpose of the Transaction.
The Reporting Person's response to Item 4 is hereby amended and
supplemented by the following:
The 148,148 shares of BLC Common Stock acquired by the Reporting
Person on March 25, 1996 were acquired for investment purposes. It is
possible that, at a future date, the Reporting Person might acquire additional
securities issued by BLC through open market or privately-negotiated
transactions. Any such future decision will be made by the Reporting Person
in light of her financial condition at that time.
Item 5. Interest in Securities of the Issuer.
The Reporting Person's response to Item 5 is hereby amended and
supplemented by the following:
(a) The Reporting Person is deemed the beneficial owner of an
aggregate of 1,155,450 shares of BLC Common Stock. The Reporting Person's
beneficial ownership consists of (i) 690,563 shares of Common Stock owned
directly by the Reporting Person, (ii) 93,374 shares of Common Stock issuable
upon the exercise of warrants ("Warrants") owned directly by the Reporting
Person, (iii) 367,500 shares of common stock issuable upon the exercise of
options ("Options") owned directly by the Reporting Person and (iv) 4,013
shares of Common Stock owned directly by the Reporting Person's spouse. The
Reporting Person is deemed the beneficial owner of 6.64% (based upon the
disclaimer set forth in (b) below) of BLC's Common Stock based upon 17,342,929
shares of common stock issued and outstanding as of March 25, 1996 (for
purposes of this percentage calculation includes the shares of common stock
issuable upon the exercise of the Warrants and Options).
(b) The Reporting Person has sole voting and dispositive power
over 1,151,437 shares of common stock (inclusive of shares of common stock
issuable upon the exercise of the Warrants and Options and exclusive of the
shares of common stock owned directly by the Reporting Person's spouse) owned
directly by the Reporting Person. The Reporting Person disclaims beneficial
ownership of the 4,013 shares of common stock owned directly by her spouse.
(c) Transactions in securities in prior 60 days: None.
(d) Others with right to receive or power to direct the receipt
of dividends from, or proceeds from the sale of, the securities: None.
(e) Not applicable.
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SIGNATURE
After reasonable inquiry and to the best of her knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated as of September ___, 1996.
/s/ Diane Rosenfeld
Diane Rosenfeld
