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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 3)*
eDiets.com, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
280597105
(CUSIP Number)
Calendar Year 2007
(Date of Event Which Requires Filing of this Statement)
Check the following box to designate the rule pursuant to which the Schedule is filed:
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o Rule 13d-1(b) |
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þ Rule 13d-1(c) |
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o Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for a reporting persons 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
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1 |
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NAMES OF REPORTING PERSONS
Alejandro Gonzalez |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) 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 |
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Mexico |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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2,400,000 |
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SHARES |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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None |
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EACH |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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2,400,000 |
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WITH: |
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SHARED DISPOSITIVE POWER |
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None |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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2,400,000 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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9.6% |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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IN |
Page 2 of 5 pages
Item 1.
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(a)
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Name of Issuer
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eDiets.com, Inc. |
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(b)
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Address of Issuers Principal Executive Offices
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1000 Corporate Drive,
Suite 600
Fort Lauderdale, FL 33334 |
Item 2.
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(a)
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Name of Person Filing
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Alejandro Gonzalez |
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(b)
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Address of Principal Business Offices or, if none, Residence
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Ruben Dario #223 5-A
Chapultepec Morales
Mexico D.F. 11570 |
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(c)
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Citizenship
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Mexico |
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(d)
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Title of Class of Securities
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Common Stock |
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(e)
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CUSIP Number
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280597105 |
Item 3. 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:
Not applicable. This statement on Schedule 13G is not being filed pursuant to Rule
13d-1(b), 13d-2(b) or 13d-2(c).
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(a)
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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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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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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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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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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f)
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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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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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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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o
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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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Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
Page 3 of 5 pages
Item 4. Ownership
Provide the following information regarding the aggregate number and percentage of the class
of securities of the issuer identified in Item 1.
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(a) |
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Amount Beneficially Owned: 2,400,000 |
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(b) |
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Percent of Class: 9.6%1. |
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(c) |
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Number of shares as to which such person has: |
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(i) |
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Sole power to vote or to direct the vote: 2,400,000. |
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(ii) |
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Shared power to vote or to direct the vote: None. |
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(iii) |
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Sole power to dispose or to direct the disposition of: 2,400,000. |
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(iv) |
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Shared power to dispose or to direct the disposition of: None. |
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report 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. o
Not applicable.
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
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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1 |
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Based upon 24,921,361 shares outstanding as
of November 1, 2007. |
Page 4 of 5 pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that that
information set forth in this statement is true, complete and correct.
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January 17, 2008 |
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Date |
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/s/ Alejandro Gonzalez |
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Signature |
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Alejandro Gonzalez |
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Name/Title |
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The original statement shall be signed by each person on whose behalf the statement is filed
or his authorized representative. If the statement is signed on behalf of a person by his
authorized representative other than an executive officer or general partner of the filing person,
evidence of the representatives authority to sign on behalf of such person shall be filed with the
statement, provided, however, that a power or attorney for this purpose which is already on file
with the Commission may be incorporated by reference. The name and any title of each person who
signs the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
Page 5 of 5 pages