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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)
STRATFORD ACQUISITION CORP.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
862791100
(CUSIP Number)
ANDREW HULSH, ESQ.
BAKER & MCKENZIE
701 BRICKELL AVENUE, SUITE 1600
MIAMI, FLORIDA 33131-2827
(305) 789-8900
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 9, 1997
(Date of Event which Required 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 this 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 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.)
(Page 1 of 3 Pages)
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CUSIP No. 862791100 (Page 2 of 3 Pages)
1. Name of Reporting Person, S.S. or I.R.S. Identification No. of Above
Person:
DOUGLAS S. FRIEDENBERG
2. Check the Appropriate Box if a Member of a Group
(a) [ ] (b) [ ]
3. SEC Use Only
4. Source of Funds OO
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [ ]
6. Citizenship or Place of Organization UNITED STATES
Number of shares beneficially owned by each reporting person with:
7. Sole Voting Power 1,317,000 SHARES
8. Shared Voting Power 0
9. Sole Dispositive 1,317,000 SHARES
10. Shared Dispositive Power 0
11 Aggregate Amount Beneficially
Owned by Each Reporting Person 1,317,000 SHARES
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11) 12.7%
14. Type of Reporting Person IN
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CUSIP No. 862791100 (Page 3 of 3 Pages)
This Schedule 13D (the "Statement") is filed on behalf of Douglas S.
Friedenberg. Mr. Friedenberg is sometimes referred to herein as a "Reporting
Person". The Reporting Person purchased the shares of Common Stock identified
in this Statement in his capacity as investment manager for certain managed
accounts.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
This Statement relates to the Reporting Person's beneficial ownership of
an aggregate of 1,317,000 shares of Common Stock.
The Reporting Person purchased the shares of Common Stock identified in
this Statement in his capacity as investment manager for certain managed
accounts over which he has investment discretion. The aggregate purchase price
for the shares of Common Stock identified in this Statement was approximately
$460,950, excluding commissions. The source of funds for acquiring the
foregoing shares of Common Stock was the assets of certain investment accounts
managed by the Reporting Person.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the close of business on May 9, 1997, the Reporting Person owned
an aggregate of 1,317,000 shares of Common Stock:
(b) Holders of the Common Stock are entitled to vote on all matters
presented to a vote of shareholders. The Reporting Person has the sole power to
vote or direct the vote of and to dispose or direct the disposition of the
1,317,000 shares of Common Stock, identified in this Statement.
(c) From September 19, 1996 through May 9, 1997, the Reporting Person
purchased 1,317,000 shares of Common Stock at an average price of $.35 per
share in the open market and from Stratford Acquisition Corp. in privately
negotiated stock purchase transactions.
(d) Not applicable.
(e) Not applicable.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
DATED: May 9, 1997 /s/ Douglas S. Friedenberg
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Douglas S. Friedenberg
