UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
1MAGE SOFTWARE, INC.
(Name of Issuer)
Common Stock, $.004 par value)
(Title of Class of Securities)
45244 M 102
(CUSIP Number)
S. Lee Terry, Jr.
Davis Graham & Stubbs LLP
1550 17th Street, Suite 500
Denver, Colorado 80202
(303) 892-9400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 30, 2003
(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 |_|.
CUSIP No. 45244 M 102
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Spencer D. Lehman
(2) Check the Appropriate Box if a Member of a Group*
(a) |_|
(b) |_|
(3) SEC USE ONLY
(4) Source of Funds
PF
(5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) |_|
(6) Citizenship or Place of Organization
U.S.
Number of Shares 7) Sole Voting Power 360,638
Beneficially Owned 8) Shared Voting Power 0
By Each Reporting 9) Sole Dispositive Power 360,638
Person With 10) Shared Dispositive Power 0
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
360,638
(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares |_|
(13) Percent of Class Represented by Amount in Row (11)
10.9%
(14) Type of Reporting Person
IN
SCHEDULE 13D
AMENDMENT NO. 4
SPENCER D. LEHMAN
Item 1. Security and Issuer
$.004 par value Common Stock ("the Shares") of 1mage Software,
Inc. (the "Company"), 6025 S. Quebec Street, Suite 300,
Englewood, Colorado 80111
Item 2. Identity and Background
(a) Name: Spencer D. Lehman
(b) Residence 26671 Latigo Shore
Address: Malibu, California 90265
(c) Principal Occupation: Consultant
(d) Criminal Proceedings: None
(e) Civil Proceedings: None
(f) Citizenship: U.S.
Item 3. Source and Amount of Funds or Other Consideration
As a result of a loan to the Issuer made on April 1, 2003 by DEMALE,
LLC, a Colorado limited liability company, of which Mr. Lehman is a
member with a one-third interest, Mr. Lehman was issued 30,000
Shares on April 30, 2003. Based on the closing bid price on April 1,
2003 of $.23 per Share, Mr. Lehman's Shares would be valued at
$6,900. Mr. Lehman also received on April 30, 2003 a five year
warrant (the "Warrant") to purchase up to 30,000 additional Shares
at $.18 per Share, which price was set by reference to 80% of the
closing bid price on April 1, 2003, the effective date of the
DEMALE, LLC Revolving Credit Loan Agreement (the "Agreement") under
which DEMALE, LLC agreed to provide the Issuer with a line of credit
up to $300,000.
Item 4. Purpose of Transaction
The Shares and Warrant were acquired for investment purposes.
(a) Under certain circumstances as described in the Agreement,
DEMALE, LLC may convert some or all of the amount then owed to
DEMALE, LLC into Shares..
(b) None.
(c) None.
(d) None.
(e) None.
(f) None.
(g) None.
(h) None.
(i) None.
(j) None.
Item 5. Interest in Securities of the Issuer
(a) 360,638 Shares of Common Stock (10.9%) beneficially owned (based
on 3,274,597 Shares outstanding on May 1, 2003.
(b) Number of Shares as to which there is sole power to vote -
360,638; shared power to direct the vote - 0; sole power to direct
the disposition - 360,638; shared power to direct the disposition
-0.
(c) See Item 3.
(d) See Item 3.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
DEMALE, LLC is a Colorado limited liability company with three
members who share management of the company. The three members are
Mr. Lehman, a more than 10% shareholder of the Issuer, John G.
Mazza, a director and more than 10% shareholder of the Issuer, and
David R. DeYoung, the President, Chief Executive Officer and a
director of the Issuer and a more than 10% shareholder of the
Issuer.
Item 7. Material to be filed as Exhibits
The Revolving Credit Loan Agreement and Revolving Credit Master Note
dated April 1, 2003 are incorporated by reference herein from the
Issuer's Form 8-K dated April 30, 2003, which were attached thereto
as Exhibits 99.1 and 99.2.
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: May 1, 2003 /S/ SPENCER D. LEHMAN
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Spencer D. Lehman