UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No.: 3
Name of Issuer: Water Pik Technologies, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 94113u100
(Date of Event Which Requires Filing of this Statement)
December 31, 2001
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).
CUSIP Number: 94113u100
1. Name of Reporting Person
I.R.S. Identification No. of Above Person
Robert Horwitz
2. Check the Appropriate Box if a Member of a Group
a.
b. X
3. SEC Use Only
4. Citizenship or Place of Organization
United States
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
0
6. Shared Voting Power:
0
7. Sole Dispositive Power:
0
8. Shared Dispositive Power:
0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
0
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain
Shares
2
11. Percent of Class Represented by Amount in Row (9)
0%
12. Type of Reporting Person
IN
3
CUSIP Number: 94113u100
1. Name of Reporting Person
I.R.S. Identification No. of Above Person
RH Capital Associates, LLC
2. Check the Appropriate Box if a Member of a Group
a.
b. X
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
0
6. Shared Voting Power:
0
7. Sole Dispositive Power:
0
8. Shared Dispositive Power:
0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
0
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain
Shares
4
11. Percent of Class Represented by Amount in Row (9)
0%
12. Type of Reporting Person
OO
5
Item 1(a) Name of Issuer: Water Pik Technologies, Inc.
(b) Address of Issuer's Principal Executive Offices:
660 Newport Center Drive
Suite 470
Newport Beach, CA 92660
Item 2(a) - (c). Name, Principal Business Address, and
Citizenship of Persons Filing:
Robert Horwitz
RH Capital Associates, LLC
55 Harristown Road
Glen Rock, New Jersey 07452
Robert Horwitz - United States Citizen
RH Capital Associates, LLC - Delaware limited liability
company
(d) Title of Class of Securities: Common Stock (the
"Common Stock")
(e) CUSIP Number: 94113u100
Item 3. If this statement is filed pursuant to Rule 13d-1(b)(1)
or 13d-2(b) or (c) check whether the person filing is:
(a) / / Broker or dealer registered under Section 15 of the
Act,
(b) / / Bank as defined in Section 3(a)(6) of the Act,
(c) / / Insurance Company as defined in Section 3(a)(19) of
the Act,
(d) / / Investment Company registered under Section 8 of
the Investment Company Act,
(e) / / Investment Adviser registered under Section 203 of
the Investment Advisers Act of 1940,
(f) / / Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or Endowment
Fund,
(g) / / Parent Holding Company, in accordance with Rule
13d-1(b)(ii)(G),
6
(h) / / Savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act,
(i) / / Church plan 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)(H).
If this statement is filed pursuant to Rule 13d-1(c), check this
box. /X/
Item 4. Ownership.
(a) Amount beneficially owned: 0 shares owned by
RH Capital Associates, LLC; 0 shares owned by
Robert Horwitz
(b) Percent of Class: 0% by RH Capital
Associates, LLC; 0% by Robert Horwitz
(c) RH Capital Associates, LLC;: 0 shares with
shared power to vote or to direct the vote; 0
shares with sole power to vote or to direct
the vote; 0 shares with shared power to
dispose or to direct the disposition of; 0
shares with the sole power to dispose or to
direct the disposition of
Robert Horwitz: 0 shares with shared power to
vote or to direct the vote; 0 shares with
sole power to vote or to direct the vote; 0
shares with shared power to dispose or to
direct the disposition of; 0 shares with the
sole power to dispose or to direct the
disposition of
Item 5. Ownership of Five Percent or Less of a Class.
The reporting person has ceased to be the beneficial
owner of more than five percent of the Class of
Securities.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
N/A
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported by the Parent
Holding Company.
7
N/A
Item 8. Identification and Classification of Members of the
Group.
N/A
Item 9. Notice of Dissolution of the Group.
N/A
Item 10.
Certification for Rule 13d-1(c): 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.
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.
RH CAPITAL ASSOCIATES, LLC
By: /s/ Robert Horwitz
______________________
ROBERT HORWITZ
Managing Member
February 9, 2002
8
AGREEMENT
The undersigned agree that this Schedule 13G dated
February 9, 2002 relating to the Common Stock of Water
Pik Technologies, Inc. shall be filed on behalf of the
undersigned.
RH Capital Associates, LLC
By: /s/ Robert Horwitz
_________________________
Robert Horwitz,
Managing Member
/s/ Robert Horwitz
_________________________
Robert Horwitz
9
42255001.AH4