SC 13G/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions
Published on February 9, 2011
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 10 )
Enzo Biochem, Inc.
_______________________________________________
(Name of Issuer)
Common Stock, $.01 par value
_______________________________________________
(Title of Class of Securities)
294100102
_______________________________________________
(CUSIP Number)
December 31, 2010
_______________________________________________
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[ x ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled 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 the disclosures provided in a prior cover page.
The information required in 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 section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Page 1 of 5 pages
CUSIP NO. 294100102
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13G/A
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Page 2 of 5 pages
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1
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NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
J. Morton Davis
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
3,045,830
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6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER
3,045,830
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,045,830
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8%
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12
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TYPE OF REPORTING PERSON
IN
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Item 1.
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(a)
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Name of Issuer
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Enzo Biochem, Inc.
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(b)
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Address of Issuer's Principal Executive Offices
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60 Executive Blvd
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Farmingdale, NY 11735
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Item 2.
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(a)
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Name of Person Filing
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J. Morton Davis
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(b)
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Address of Principal Business Office or, if none, Residence
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Mr. Davis’ business address is 44 Wall Street, New York, NY 10005.(1)
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(c)
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Citizenship
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Mr. Davis is a United States citizen.
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(d)
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Title of Class of Securities
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Common Stock, $.01 par value
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(e)
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CUSIP Number
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294100102
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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£
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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£
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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£
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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£
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
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(e)
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£
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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£
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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£
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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£
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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£
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A church plan that is excluded from the definition of an investment company under section 3(c) (14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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£
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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________________
(1)
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J. Morton Davis is the sole shareholder of D.H. Blair Investment Banking Corp. (“Blair Investment”).
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Page 3 of 5 pages
Item 4.
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Ownership
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(a)(b)
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Amount beneficially owned:
As of December 31, 2010, Mr. Davis may be deemed to beneficially own (2) 3,045,830 shares or 8% of the Issuer's shares issued and outstanding as follows (i) 33,425 shares owned directly by Mr. Davis, (ii) 788,345 shares owned directly by Blair Investment, (iii) 934,596 shares owned by Engex, Inc. (3), (iv) 12,733 shares owned by an investment advisor whose principal is Mr. Davis, and (v) 1,276,731 shares owned by Rosalind Davidowitz, Mr. Davis' wife (4).
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(c)
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Mr. Davis has sole power to vote or to direct the vote, to dispose or to direct the disposition of those shares owned by Blair Investment. Rosalind Davidowitz has sole power to dispose or to direct the disposition of those shares owned directly by her. Voting and dispositive decisions regarding shares owned by Engex are made by Mr. Davis as Chairman of the Board.
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.
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Not applicable
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not applicable
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________________
(2) Not included herein are shares owned by Kinder Investments, L.P. ("Kinder"), shares owned by Venturetek, L.P. ("Venturetek") and shares owned by Sutton Partners, L.P. ("Sutton"). The limited partners of Kinder, Venturetek, and Sutton are the children and grandchildren of Mr. Davis. Mr. Davis disclaims for purposes of Section 13 or otherwise beneficial ownership of any Enzo Biochem, Inc. shares owned by Kinder, Venturetek and Sutton. Kinder, Venturetek and Sutton disclaim for purposes of Section 13 or otherwise ownership of any Enzo Biochem, Inc. shares owned by Blair Investment or Mr. Davis.
(3) Engex, Inc. ("Engex") is an investment company registered under Section 8 of the Investment Company Act. Mr. Davis is reporting as a beneficial owner of the securities owned by Engex because of his role as Chairman of Engex. Filing of this statement shall not be deemed an admission by J. Morton Davis that he beneficially owns the securities attributed to Engex for any purpose. J. Morton Davis expressly disclaims beneficial ownership of all securities held by Engex for any purpose.
(4) Filing of this statement shall not be deemed an admission by J. Morton Davis that he beneficially owns the securities attributed to Mrs. Davidowitz for any purpose. J. Morton Davis expressly disclaims beneficial ownership of all securities held by Ms. Davidowitz for any purpose.
Page 4 of 5 pages
Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
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Not applicable
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Item 8.
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Identification and Classification of Members of the Group
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Not applicable
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Item 9.
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Notice of Dissolution of Group
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Not applicable
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Item 10.
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Certification
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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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.
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Date: February 9, 2011
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By:
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/s/ J. Morton Davis
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Name: J. Morton Davis
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Page 5 of 5 pages