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SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_____________
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SCHEDULE
13G
(RULE
13d-102)
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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)
___________
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(Amendment
No. 1)*
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AVISTAR
COMMUNICATIONS CORPORATION
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(Name
of Issuer)
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Common
Stock,
par
value $0.001 per share
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05379X208
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(Title
of class of securities)
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(CUSIP
number)
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December
23, 2009
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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:
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__________
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*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.
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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 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).
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Continued
on Following Pages
Page
1
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CUSIP
No.
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05379X208
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13G
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Page
2
of
10
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1
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NAME
OF REPORTING PERSONS:
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Leucadia
National Corporation
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I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY):
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
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(a)
[X]
(b)
[_]
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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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New
York
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NUMBER
OF
SHARES
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5
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SOLE
VOTING POWER:
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0
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BENEFICIALLY
OWNED
BY
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6
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SHARED
VOTING POWER:
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0
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EACH
REPORTING
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7
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SOLE
DISPOSITIVE POWER:
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0
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PERSON
WITH
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8
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SHARED
DISPOSITIVE POWER:
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0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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0
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES:
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[
]
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
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0%
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12
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TYPE
OF REPORTING PERSON:
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CO
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CUSIP
No.
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05379X208
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13G
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Page 3
of
10
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1
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NAME
OF REPORTING PERSONS:
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Phlcorp,
Inc.
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I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY):
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
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(a)
[X]
(b)
[_]
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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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Pennsylvania
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NUMBER
OF
SHARES
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5
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SOLE
VOTING POWER:
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0
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BENEFICIALLY
OWNED
BY
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6
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SHARED
VOTING POWER:
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0
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EACH
REPORTING
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7
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SOLE
DISPOSITIVE POWER:
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0
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PERSON
WITH
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8
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SHARED
DISPOSITIVE POWER:
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0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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0
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES:
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[
]
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
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0%
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12
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TYPE
OF REPORTING PERSON:
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CO
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CUSIP
No.
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05379X208
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13G
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Page
4
of
10
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1
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NAME
OF REPORTING PERSONS:
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Baldwin
Enterprises, Inc.
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I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY):
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
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(a)
[X]
(b)
[_]
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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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Colorado
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NUMBER
OF
SHARES
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5
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SOLE
VOTING POWER:
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0
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BENEFICIALLY
OWNED
BY
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6
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SHARED
VOTING POWER:
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0
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EACH
REPORTING
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7
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SOLE
DISPOSITIVE POWER:
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0
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PERSON
WITH
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8
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SHARED
DISPOSITIVE POWER:
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0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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0
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES:
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[
]
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
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0%
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12
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TYPE
OF REPORTING PERSON:
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CO
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ITEM
1.
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NAME
OF ISSUER AND ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE
OFFICES
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(a) – (b) This
Amendment to Statement on Schedule 13G relates to the common stock, par value
$0.001 per share (the “Common Stock”), of Avistar Communications Corporation, a
Delaware corporation (the “Issuer”). The address of the principal
executive offices of the Issuer is 1875 S. Grant Street, 10th Floor, San Mateo,
California 94402.
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ITEM
2.
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NAME
OF PERSON FILING
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(a) Name
of Persons Filing:
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(i)
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Leucadia
National Corporation (“Leucadia”)
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(ii)
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Phlcorp,
Inc. (“Phlcorp”)
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(iii)
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Baldwin
Enterprises, Inc. (“Baldwin” and collectively with Leucadia and Phlcorp,
the “Reporting Persons”)
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(b) Address
of Principal Business Office or, if None, Residence:
The principal business office of each
of the Reporting Persons listed in Item 2(a) is as follows:
The principal business office of
Leucadia National Corporation is 315 Park Avenue South, New York, New York
10010.
The principal business office of
Phlcorp, Inc. is 529 East South Temple, Salt Lake City, Utah 84102.
The principal business office of
Baldwin Enterprises, Inc. is 529 East South Temple, Salt Lake City, Utah
84102.
(c), (d) and
(e) For information with respect to
citizenship of each of the Reporting Persons, title of class of securities and
CUSIP number for the shares held by such persons, see the appropriate cover page
above, and the response to Item 1(a) – (b) above.
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ITEM
3.
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IF
THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING
IS:
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(a) [
] Broker or dealer registered under Section 15 of the Exchange
Act.
(b) [
] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [
] Insurance company as defined in Section 3(a)(19) of the Exchange
Act.
(d) [
] Investment company registered under Section 8 of the Investment Company
Act.
(e) [
] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
(f) [
] An Employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F).
(g) [
] A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G).
(h) [
] A Savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act.
(i) [
] A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act.
(j) [
] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Not
applicable.
(a) –
(c) The response of each of the Reporting Persons to
Items 5 through 11 of each of their respective Cover Sheets which relate to the
beneficial ownership of the Common Stock of the Issuer, as of December 23, 2009,
is incorporated herein by reference.
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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 person has ceased to be the beneficial owner of more than five percent
of the class of Securities, check the following
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X
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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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ITEM
7.
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IDENTIFICATION
AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL
PERSON
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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.
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.
[Remainder
of page intentionally left blank]
SIGNATURE
After
reasonable inquiry and to the best of our knowledge and belief, the undersigned
certify that the information set forth in this statement is true, complete and
correct.
Date: December
23, 2009
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LEUCADIA
NATIONAL CORPORATION
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By:
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/s/ Joseph
A. Orlando
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Name:
Joseph A. Orlando
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Title:
Vice President
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PHLCORP,
INC.
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By:
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/s/ Joseph
A. Orlando
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Name:
Joseph A. Orlando
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Title:
Vice President
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BALDWIN
ENTERPRISES, Inc.
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By:
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/s/ Joseph
A. Orlando
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Name:
Joseph A. Orlando
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Title:
Vice President
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