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
John G. Mazza
(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 362,937
Beneficially Owned 8) Shared Voting Power 0
By Each Reporting 9) Sole Dispositive Power 362,937
Person With 10) Shared Dispositive Power 0
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
362,937
(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares |_|
(13) Percent of Class Represented by Amount in Row (11)
11.0%
(14) Type of Reporting Person
IN
SCHEDULE 13D
AMENDMENT NO. 4
JOHN G. MAZZA
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: John G. Mazza
(b) Residence 6613 Zumirez Drive
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. Mazza is a
member with a one-third interest, Mr. Mazza was issued 30,000 Shares on
April 30, 2003. Based on the closing bid price on April 1, 2003 of $.23
per Share, Mr. Mazza's Shares would be valued at $6,900. Mr. Mazza 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)362,937 Shares of Common Stock (11.0%) 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 - 362,937;
shared power to direct the vote - 0; sole power to direct the
disposition - 362,937; 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. Mazza, a
director and more than 10% shareholder of the Issuer, Spencer D.
Lehman, a 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 with DEMALE, LLC were filed as Exhibits 99.1 and
99.2 to the Issuer's Form 8-K dated April 30, 2003, and are
incorporated by reference herein.
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/ JOHN G. MAZZA
------------------------------------
John G. Mazza