Edgar Filing: LIVEWORLD INC

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

LiveWorld, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

53838Q109

(CUSIP Number)

December 31, 2007

(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

o Rule 13d-1(c)

þ 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 13 pages


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) Media Technology Equity Partners, LP

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	California

		5	SOLE VOTING POWER

NUMBER OF			3,063,626

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			3,063,626

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	3,063,626

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	9.9%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	PN

Page 2 of 13


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) Media Technology Entrepreneurs Fund II LP

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	California

		5	SOLE VOTING POWER

NUMBER OF			213,233

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			213,233

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	213,233

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	0.7%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	PN

Page 3 of 13


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) Thomson Management Growth Fund LP

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	California

		5	SOLE VOTING POWER

NUMBER OF			107,694

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			107,694

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	107,694

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	0.3%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	PN

Page 4 of 13


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) Presidio Group, LLC

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	California

		5	SOLE VOTING POWER

NUMBER OF			183,823

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			183,823

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	183,823

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	0.6%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO

Page 5 of 13


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) The Weinman Family Trust dtd 9/25/08

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	California

		5	SOLE VOTING POWER

NUMBER OF			667,647

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			667,647

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	667,647

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	2.2%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO

Page 6 of 13


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) MTEP Management, LLC

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	California

		5	SOLE VOTING POWER

NUMBER OF			3,384,553*

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			3,384,553*

WITH:		8	SHARED DISPOSITIVE POWER

			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	3,384,553*

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	10.7%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO

* Includes 3,063,626 shares held by Media Technology Equity Partners LP (“MTEP”), 213,233 shares held by Media Technology Entrepreneurs Fund II LP (“MTEF”) and 107,694 shares held by Thomson Management Growth Fund LP (“Thomson”). The Reporting Person is the general partner of MTEP, MTEF and Thomson.

Page 7 of 13


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) Barry M. Weinman

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	United States

		5	SOLE VOTING POWER

NUMBER OF			668,647*

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			3,384,553**

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			668,647*

WITH:		8	SHARED DISPOSITIVE POWER

			3,384,553**

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	4,053,200* **

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	13.1%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IN

* Includes 667,647 shares held by The Weinman Family Trust dtd 9/25/98, of which the reporting person is trustee.

** Includes 3,063,626 shares held by Media Technology Equity Partners LP (“MTEP”), 213,233 shares held by Media Technology Entrepreneurs Fund II LP (“MTEF”) and 107,694 shares held by Thomson Management Growth Fund LP (“Thomson”). The Reporting Person is a managing director of MTEP Management, LLC, the general partner of MTEP, MTEF and Thomson.

Page 8 of 13


CUSIP No.		53838Q109


1	NAME OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s) (entities only) Robert R. Ackerman

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	United States

		5	SOLE VOTING POWER

NUMBER OF			183,823*

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			3,384,553**

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			183,823*

WITH:		8	SHARED DISPOSITIVE POWER

			3,384,553**

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	3,568,376* **

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	11.6%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IN

* Shares are held by Presidio Group, LLC, of which the reporting person is the managing member.

Page 9 of 13


Item 1.

(a)

Name of Issuer

LiveWorld, Inc.

(b)

Address of Issuer’s Principal Executive Offices

40 Stevens Creek Blvd., Suite 101
San Jose, CA 95129


Item 2.

(a)

Name of Person Filing

Media Technology Equity Partners LP (“MTEP”)
Media Technology Entrepreneurs Fund II LP (“MTEF”)
Thomson Management Growth Fund LP (“Thomson”)
Presidio Group, LLC (“Presidio”)
The Weinman Family Trust dtd 9/25/98 (the “Trust”)
MTEP Management, LLC (“MTEP LLC”)
Barry M. Weinman
Robert R. Ackerman

(b)

Address of Principal Business Office or, if none, Residence

130 Lytton Avenue, Suite 210
Palo Alto, CA 94301

(c)

Citizenship


		Entities:		MTEP — California
				MTEF — California
				Thomson — California
				Presidio — California
				Trust — California
				MTEP LLC — California

		Individuals:		Barry M. Weinman — United States
				Robert R. Ackerman — United States

(d)

Title of Class of Securities

Common Stock

(e)

CUSIP Number

53838Q109


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

Page 10 of 13


Item 4.		Ownership


	Media
	Technology			Media Technology			Thomson
	Equity Partners			Entrepreneurs Fund			Management			Presidio Group,
	LP			II LP			Growth Fund LP			LLC
(a) Beneficial Ownership		3,063,626			213,233			107,694			183,823
(b) Percentage of Class		9.9	%		0.7	%		0.3	%		0.6	%
(c) Sole Voting Power		3,063,626			213,233			107,694			183,823
Shared Voting Power		-0-			-0-			-0-			-0-
Sole Dispositive Power		3,063,626			213,233			107,694			183,823
Shared Dispositive Power		-0-			-0-			-0-			-0-


	The Weinman
	Family Trust dtd			MTEP						Robert R.
	9/25/98			Management, LLC			Barry M. Weinman			Ackerman(2)(3)
(a) Beneficial Ownership		667,647			3,384,553			4,053,200			3,568,376
(b) Percentage of Class		2.2	%		10.7	%		13.1	%		11.6	%
(c) Sole Voting Power		667,647			-0-			668,647	(1)		183,823	(3)
Shared Voting Power		-0-			3,384,553			3,384,553	(2)		3,384,553	(2)
Sole Dispositive Power		667,647			-0-			-0-			-0-
Shared Dispositive Power		-0-			3,384,553			3,384,553	(2)		3,384,553	(2)


(1)		Includes 667,647 shares held by the Trust, of which the reporting person is trustee.

(2)		Includes 3,063,626 shares held by MTEP, 213,233 shares held by MTEF and 107,694 shares held by Thomson. The Reporting Person is a managing director of MTEP LLC, the general partner of MTEP, MTEF and Thomson.

(3)		Shares are held by Presidio, of which the reporting person is the managing member.

Percentage of Class based on 30,862,811 issued and outstanding shares of Common Stock of the Issuer as reported in the Issuer’s Form 10-QSB filed on November 9, 2007.


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: o


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 or Control Person.

Not applicable.


Item 8.		Identification and Classification of Members of the Group

Not applicable.


Item 9.		Notice of Dissolution of a Group

Not applicable.


Item 10.		Certification

Not applicable.

Page 11 of 13

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.

February 21, 2008


MEDIA TECHNOLOGY EQUITY PARTNERS LP		MEDIA TECHNOLOGY ENTREPRENEURS FUND II LP

By:	MTEP Management, LLC	By:	MTEP Management, LLC
	its general partner		its general partner

By:	/s/ Barry M. Weinman	By:	/s/ Barry M. Weinman

	Barry M. Weinman		Barry M. Weinman
	Managing Member		Managing Member

THOMSON MANAGEMENT GROWTH FUND LP		PRESIDIO GROUP, LLC

By:	MTEP Management, LLC
	its general partner

		By:	/s/ Robert R. Ackerman

			Robert R. Ackerman
			Managing Member

By:	/s/ Barry M. Weinman

	Barry M. Weinman Managing Member

THE WEINMAN FAMILY TRUST DTD 9/25/98		MTEP Management, LLC

By:	/s/ Barry M. Weinman	By:	/s/ Barry M. Weinman

	Barry M. Weinman		Barry M. Weinman
	Trustee		Managing Member

/s/ Barry M. Weinman

Barry Weinman

/s/ Robert R. Ackerman

Robert R. Ackerman

EXHIBITS


A:		Joint Filing Agreement

Page 12 of 13

EXHIBIT A

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of LiveWorld, Inc. and further agree that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.

In evidence whereof, the undersigned have caused this Agreement to be executed on their behalf this 21^st day of February, 2008.


MEDIA TECHNOLOGY EQUITY PARTNERS LP		MEDIA TECHNOLOGY ENTREPRENEURS FUND II LP

By:	MTEP Management, LLC	By:	MTEP Management, LLC
	its general partner		its general partner

By:	/s/ Barry M. Weinman	By:	/s/ Barry M. Weinman

	Barry M. Weinman Managing Member		Barry M. Weinman Managing Member

THOMSON MANAGEMENT GROWTH FUND LP		PRESIDIO GROUP, LLC

By:	MTEP Management, LLC
	its general partner

		By:	/s/ Robert R. Ackerman

			Robert R. Ackerman
			Managing Member

By:	/s/ Barry M. Weinman

	Barry M. Weinman
	Managing Member

THE WEINMAN FAMILY TRUST DTD 9/25/98		MTEP Management, LLC

By:	/s/ Barry M. Weinman	By:	/s/ Barry M. Weinman

	Barry M. Weinman		Barry M. Weinman
	Trustee		Managing Member

/s/ Barry M. Weinman

Barry Weinman

/s/ Robert R. Ackerman

Robert R. Ackerman

Page 13 of 13