UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment no. 9)*
Attunity Ltd
------------
(Name of Issuer)
Ordinary Shares, par value NIS 0.1 per share
--------------------------------------------
(Title of Class of Securities)
M15332 10 5
-----------
(CUSIP Number)
December 31, 2003
-----------------
(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)
[ ] Rule 13d-1(c)
[X] 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
CUSIP No. M15332 10 5 13G Page 2 of 5 Pages
1 Name of Reporting Person: Arie Gonen
I.R.S. Identification No. of above person (entities only): N/A
2 Check the Appropriate Box if a Member of a Group (See Instructions): (a) [ ]
(b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization: Israel
Number of 5 Sole Voting Power: 1,516,677 Ordinary Shares*
Shares
Beneficially 6 Shared Voting Power: 0
Owned by
Each 7 Sole Dispositive Power: 1,516,677 Ordinary Shares*
Reporting
Person With 8 Shared Dispositive Power: 0
9 Aggregate Amount Beneficially Owned by Each Reporting Person:
1,516,677 Ordinary Shares*
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions):[ ]
11 Percent of Class Represented by Amount in Row (9): 10%**
12 Type of Reporting Person (See Instructions): IN
-----------------
* Includes 266,677 ordinary shares subject to currently exercisable options.
On December 31, 2003 there were 14,767,432 ordinary shares outstanding.
** This is a percentage of the sum of (1) the 14,767,432 ordinary shares of
the Issuer's outstanding on December 31, 2003, and (2) the 266,667 ordinary
shares issuable upon exercise of options held by the Reporting Person.
Page 3 of 5 Pages
Item 1.
(a) Name of Issuer: Attunity Ltd
--------------
(b) Address of Issuer's Principal Executive Offices: Einstein Building,
----------------------------------------------- Tirat Carmel 39101, Israel
Item 2.
(a) Name of Person Filing: Arie Gonen
---------------------
(b) Address of Principal Business Office or, if none, Residence:
-----------------------------------------------------------
Einstein Building, Tirat Carmel 39101, Israel
(c) Citizenship: Israel
-----------
(d) Title of Class of Securities: Ordinary Shares, par value 0.1 NIS per share
----------------------------
(e) CUSIP Number: M15332 10 5
------------
Item 3. Not applicable
Item 4. Ownership
(a) Amount beneficially owned: 1,516,677 Ordinary Shares*
-------------------------
(b) Percent of class: 10.0%**
----------------
(c) Number of shares as to which such person has:
--------------------------------------------
(i) Sole power to vote or to direct the vote: 1,516,677 Ordinary Shares*
----------------------------------------
(ii) Shared power to vote or to direct the vote: 0
------------------------------------------
(iii)Sole power to dispose or to direct the disposition of:
----------------------------------------------------------
1,516,677 Ordinary Shares*
(iv) Shared power to dispose or to direct the disposition of: 0
-------------------------------------------------------
-----------------
* Includes 266,677 ordinary shares subject to currently exercisable options.
On December 31, 2003 there were 14,767,432 ordinary shares outstanding.
** This is a percentage of the sum of (1) the 14,767,432 ordinary shares of
the Issuer's outstanding on December 31, 2003, and (2) the 266,667 ordinary
shares issuable upon exercise of options held by the Reporting Person.
Page 4 of 5 Pages
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following [ ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
Not applicable.
Page 5 of 5 Pages
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: February 17, 2004
/s/Arie Gonen
-------------
Arie Gonen