UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT
NO. 1)
OPTEX
SYSTEMS HOLDINGS, INC.
(Name of
Issuer)
COMMON
STOCK, $.001 PAR VALUE
(Title of
Class of Securities)
68384X
100
(CUSIP
Number)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed: x Rule
13d-1(c)
*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).
(Continued
on following page(s)
Page 1 of
8 Pages
CUSIP
No. 68384X 100
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13G
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Page 2
of 8
Pages
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1. NAMES
OF REPORTING PERSON S.S. OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Arland Holdings Inc.
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) x
(b) o
3. SEC
USE ONLY
4. CITIZENSHIP
OR PLACE OF ORGANIZATION
New York
5. SOLE
VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON –
11,211,435 Shares of Common Stock *
6. SHARED
VOTING POWER - None
7. SOLE
DISPOSITIVE POWER – 11,211,435 Shares of Common Stock *
8. SHARED
DISPOSITIVE POWER - None
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -
11,211,435 Shares of Common Stock *
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES o
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.93% *
12. TYPE
OF REPORTING PERSON
CO
*
The aggregate amount reported on this page is also included in the aggregate
amount reported by Momona Capital LLC on Page 3 of this Schedule
13G.
CUSIP
No. 68384X 100
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13G
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Page 3
of 8
Pages
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1. NAMES
OF REPORTING PERSON S.S. OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Momona Capital LLC
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) x
(b) o
3. SEC
USE ONLY
4. CITIZENSHIP
OR PLACE OF ORGANIZATION
New York
5. SOLE
VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON –
11,211,435 Shares of Common Stock
6. SHARED
VOTING POWER - None
7. SOLE
DISPOSITIVE POWER – 11,211,435 Shares of Common Stock
8. SHARED
DISPOSITIVE POWER - None
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -
11,211,435 Shares of Common Stock
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES o
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.93%
12. TYPE
OF REPORTING PERSON
OO
CUSIP
No. 68384X 100
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13G
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Page 4
of 8
Pages
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ITEM 1
(a) NAME OF ISSUER: Optex Systems Holdings, Inc.
ITEM 1
(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1420 Presidential Drive, Richardson,
TX 75081
ITEM 2
(a) NAME OF PERSON FILING:
ITEM 2
(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Arland Holdings Inc. - 551 Fifth
Avenue, Suite 1601, New York, NY 10176
Momona Capital LLC - 150 Central Park
South, 2nd Floor,
New York, NY 10019
ITEM 2
(c) CITIZENSHIP:
Arland Holdings Inc. - New
York
Momona Capital LLC – New
York
ITEM 2
(d) TITLE OF CLASS OF SECURITIES: Common Stock, $.001 par value
ITEM 2
(e) CUSIP NUMBER:
ITEM 3 IF
THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B): Not
applicable
CUSIP
No. 68384X 100
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13G
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Page 5
of 8
Pages
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ITEM 4
OWNERSHIP
(a)
AMOUNT BENEFICIALLY OWNED:
Arland Holdings Inc. - 11,211,435
Shares of Common Stock
Momona Capital LLC – 11,211,435
Shares of Common Stock
(b)
PERCENT OF CLASS:
Arland Holdings Inc. –
7.93%
Momona Capital LLC –
7.93%
(c)
NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE
POWER TO VOTE OR DIRECT THE VOTE
Arland Holdings Inc. - 11,211,435
Shares of Common Stock
Momona Capital LLC – 11,211,435
Shares of Common Stock
(ii) SHARED
POWER TO VOTE OR DIRECT THE VOTE
0
Shares
(iii)
SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
Arland Holdings Inc. - 11,211,435
Shares of Common Stock
Momona Capital LLC – 11,211,435
Shares of Common Stock
(iv)
SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
0
Shares
ITEM 5
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not
applicable
ITEM 6
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Arland Holdings Inc. is the owner of
11,148,935 Shares of Common Stock and Momona Capital LLC is the owner of 62,500
Shares of Common Stock. Arie Rabinowitz serves as President and is the sole
shareholders of both Arland Holdings Inc. and Momona Capital LLC and therefore
is deemed beneficial owner of all of the shares.
CUSIP
No. 68384X 100
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13G
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Page 6
of 8
Pages
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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 A GROUP
Not applicable
ITEM
9 NOTICE OF DISSOLUTION OF GROUP
Not applicable
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.
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May
27,
2009
(Date)
ARLAND
HOLDINGS INC.
By: /s/
Arie
Rabinowitz
Arie
Rabinowitz, President
MOMONA
CAPITAL LLC
By: /s/
Arie
Rabinowitz
Arie
Rabinowitz, President
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CUSIP
No. 68384X 100
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13G
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Page 7
of 8
Pages
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INDEX TO
EXHIBITS
Exhibit
No. Exhibit
99.1 Joint
Filing Agreement
CUSIP
No. 68384X 100
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13G
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Page
8 of 8 Pages
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EXHIBIT
99.1
JOINT
FILING AGREEMENT
The
undersigned hereby agree that a single Schedule 13G (or any amendment thereto)
relating to the Common Stock of Optex Systems Holdings, Inc. shall be filed on
behalf of each of the undersigned and that this Agreement shall be filed as an
exhibit to such Schedule 13G.
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Dated:
May 27, 2009
ARLAND
HOLDINGS INC.
By: /s/
Arie
Rabinowitz
Arie
Rabinowitz, President
MOMONA
CAPITAL LLC
By: /s/
Arie
Rabinowitz
Arie
Rabinowitz, President
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