UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(AMENDMENT NO. 1)
Under the Securities Exchange Act of 1934*
Workflow Management, Inc.
(Name of Issuer)
Common Stock, par value $.001 per share
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(Title of Class of Securities)
98137N-10-9
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(CUSIP Number)
December 31, 2002
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(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).
Person Authorized to Receive Notices and Communications:
Lisa A. May, Esq.
Haynes and Boone, LLP
901 Main Street, Suite 3100
Dallas, TX 75202
(214) 651-5000
SCHEDULE 13G
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CUSIP No. 98137N-10-9 Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Barry M. Kitt
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OR ORGANIZATION
U.S.A.
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5 SOLE VOTING POWER
415,930
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NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY ----------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 415,930
WITH ----------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
415,930
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.1%
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12 TYPE OF REPORTING PERSON
IN
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CUSIP No. 98137N-10-9 Page 3 of 6 Pages
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Item 1(a) Name of Issuer:
Workflow Management, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
240 Royal Palm Way
Palm Beach, FL 33480
Item 2(a) Name of Person Filing:
Barry M. Kitt
Item 2(b) Address of Principal Business Office:
The Pinnacle Fund, L.P.
4965 Preston Park Blvd.
Suite 240
Plano, TX 75093
Item 2(c) Citizenship:
U.S.A.
Item 2(d) Title of Class of Securities:
Common Stock, par value $.001 per share
Item 2(e) CUSIP No.:
98137N-10-9
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CUSIP No. 98137N-10-9 Page 4 of 6 Pages
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Item 3 Status of Person Filing:
(a) [ ] Broker or dealer registered under section 15 of the Act (15
U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c);
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [ ] An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance
with Section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with Section 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] 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);
(j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
Item 4 Ownership:
(a) This statement is filed on behalf of Barry M. Kitt. As of
December 31, 2002, Mr. Kitt is the direct beneficial owner of
12,230 shares of common stock of Workflow Management, Inc. Mr.
Kitt is the general partner of Pinnacle Advisors, L.P., the
general partner of The Pinnacle Fund, L.P., a Texas limited
partnership, which is the beneficial owner of 401,700 shares of
common stock of Workflow Management, Inc. One of Mr. Kitt's
minor children is the beneficial owner of 2,000 shares of common
stock of Workflow Management, Inc. Therefore, Mr. Kitt may be
deemed to be the beneficial owner of 415,930 shares of common
stock of Workflow Management, Inc. Mr. Kitt disclaims beneficial
ownership of all shares held by The Pinnacle Fund, L.P. and his
minor child.
(b) Percent of Class: 3.1%.
(c) Number of shares as to which each person has:
(i) sole power to vote or to direct the vote: 415,930
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of:
415,930
(iv) shared power to dispose or to direct the disposition of: 0
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CUSIP No. 98137N-10-9 Page 5 of 6 Pages
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Item 5 Ownership of 5% 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: [X]
Item 6 Ownership of More than 5% 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 or
Control Person:
The Pinnacle Fund, L.P., a Texas limited partnership
Item 8 Identification and Classification of Members of the Group:
Not applicable.
Item 9 Notice of Dissolution of Group:
Not applicable .
Item 10 Certification:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above 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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CUSIP No. 98137N-10-9 Page 6 of 6 Pages
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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.
Date: February 14, 2003
BARRY M. KITT
/s/ BARRY M. KITT
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Barry M. Kitt