*   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 disclosures provided in a prior cover page.

The information required on 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).

INTRODUCTION

This Amendment No. 3 to Schedule 13D amends the Schedule 13D filed on March 12, 2015, as amended on April 13, 2015, and as further amended on October 29, 2015, by the Reporting Persons (as defined in Item 2, below), relating to their beneficial ownership of the Common Stock (as defined in Item 1, below) of Seanergy Maritime Holdings Corp.

This statement relates to the common stock, par value $0.0001 per share ("Common Stock") issued by Seanergy Maritime Holdings Corp., a Marshall Islands corporation (the "Issuer"), whose principal executive offices are located at 16 Grigoriou Lambraki Street, 166 74 Glyfada, Athens, Greece.

(a) – (c), (f) This statement is being filed by each of the persons identified below (collectively the "Reporting Persons"):

(1) Claudia Restis is the beneficial owner of 100% of the capital stock of each of the corporate Reporting Persons through a revocable trust (the "Trust") of which she is beneficiary.

(d) – (e)  None of the Reporting Persons has during the last five years, (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws.

On December 1, 2015, the Issuer amended the convertible promissory note to Jelco Delta Holding Corp. ("Jelco"), dated September 7, 2015, in a principal amount of $6,765,000 (the "Convertible Promissory Note", a copy of which is attached hereto as Exhibit B), to increase the maximum principal amount available to be drawn under the Convertible Promissory Note from $6,765,000 to $9,765,000 (the "Amended Convertible Promissory Note", a copy of which is attached hereto as Exhibit C and the terms of which are incorporated herein by reference). On December 14, 2015, the Issuer further amended the Convertible Promissory Note to increase the maximum principal amount available to be drawn under the Convertible Promissory Note from $9,765,000 to $11,765,000 (the "Second Amended Convertible Promissory Note", a copy of which is attached hereto as Exhibit D and the terms of which are incorporated herein by reference). Pursuant to the Second Amended Convertible Promissory Note, the outstanding principal amount of the Second Amended Convertible Promissory Note is convertible into shares of Common Stock at any time at Jelco's option at a conversion price of $0.18 per share.

Other than as described above, no material change from the Schedule 13D filed with the Commission on March 12, 2015, as amended on April 13, 2015, and as further amended on October 29, 2015.

No material change from the Schedule 13D filed with the Commission on March 12, 2015, as amended on April 13, 2015, and as further amended on October 29, 2015.

Except as set forth above and as previously disclosed in the original Schedule 13D filed with the Commission on March 12, 2015, no Reporting Person has any present plans or proposals which relate to or would result in the occurrence of any of the events described in Item 4 (a) through (j) of Schedule 13D.

(a) – (b) Based on information provided by the Issuer, the Issuer had 97,612,971 shares of Common Stock outstanding as of the date hereof.  Based upon the foregoing, as of the date hereof, the Reporting Persons' beneficial ownership is as set forth below:

 

						Voting								Dispositive
Name		Percentage of Shares Beneficially Owned				Sole				Shared				Sole				Shared
Jelco Delta Holding Corp.			90.2	%			0				167,135,033	(2)			0				167,135,033	(2)
Comet Shipholding Inc.			4.4	%			0				4,267,173				0				4,267,173
Claudia Restis			94.9	%			0				175,673,599	(1)(2)			0				171,402,206	(2)

(1)

Includes 4,271,393 shares of Common Stock which Claudia Restis may be deemed to beneficially own by virtue of a proxy granted to Claudia Restis by Plaza Shipholding Corp., pursuant to which Claudia Restis may be deemed to share the power to vote such shares of Common Stock.  See Item 6 to Amendment No. 1 to the Schedule 13D filed by the Reporting Persons on April 13, 2015.

(2)

Includes (i) 22,222,222 shares of Common Stock which Jelco Delta Holding Corp. may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated March 12, 2015, issued by the Issuer to Jelco Delta Holding Corp. and (ii) 65,361,111 shares of Common Stock which Jelco Delta Holding Corp. may be deemed to beneficially own, issuable upon exercise of a conversion option pursuant to the Convertible Promissory Note dated September 7, 2015, as amended on December 1, 2015, and as further amended on December 14, 2015, issued by the Issuer to Jelco Delta Holding Corp.  See Item 3 to Amendment No. 1 to the Schedule 13D filed by the Reporting Persons on April 13, 2015 and Item 3 to Amendment No. 2 to the Schedule 13D filed by the Reporting Persons on October 29, 2015.

(c) Except as set forth above, no other transactions in the Common Shares were effected by the persons enumerated in Item 2 during the past 60 days.

(d) N/A

(e) N/A

ITEM 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Except as set forth in Item 3 hereto, no material change from the Schedule 13D filed with the Commission on March 12, 2015, as amended on April 13, 2015, and as further amended on October 29, 2015.

*	Previously filed

Signature

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: December 24, 2015

---

Exhibit C

AMENDMENT TO
REVOLVING CONVERTIBLE PROMISSORY NOTE

This AMENDMENT (this "Amendment") to the Revolving Convertible Promissory Note, dated as of September 7, 2015 (the "Note"), by and between Seanergy Maritime Holdings Corp. a corporation organized under the laws of the Republic of the Marshall Islands (the "Maker") and Jelco Delta Holding Corp., or its respective registered assigns (the "Holder"), is made on December 1, 2015.

Capitalized terms used but not defined herein shall have the meaning assigned in the Note.

WHEREAS, the parties wish to amend the Note as hereinafter set forth in order to increase the maximum principal amount available to be drawn under the Note from $6,765,000 to $9,765,000;

NOW, THEREFORE, in consideration of the premises and the mutual agreements herein contained, the parties hereto hereby agree as follows:

(A)	Section 1.1 of the Note is deleted in its entirety and replaced with the following:

(B)	Section 1.6 of the Note is deleted in its entirety and replaced with the following:

(C)	Each other reference in the Note to "$6,765,000" is deleted and replaced with "$9,765,000."

(D)	Confirmation of Agreement.  Except as expressly set forth herein, the Note is ratified and confirmed in all respects and shall remain in full force and effect in accordance with its terms, and each reference in the Note to "this Note" shall mean the Note as amended by this Amendment.

(E)

Counterparts; Effectiveness.  This Amendment may be executed in any number of counterparts (including by facsimile) and by different parties hereto in separate counterparts, with the same effect as if all parties had signed the same document.  All such counterparts shall be deemed an original, shall be construed together and shall constitute one and the same instrument.  This Amendment shall become effective when each party hereto shall have received counterparts hereof signed by all of the other parties hereto.

(I)	Governing Law.  The laws of the State of New York shall govern the enforceability and validity of this Agreement, the construction of its terms and the interpretation of the rights and duties of the parties, without regard to the principles of conflicts of laws thereof.

 

[Signature page follows]

THE MAKER:
SEANERGY MARITIME HOL DINGS CORP.
	By:	/s/ Stamatis Tsantanis
		Name:	Stamatis Tsantanis
		Title:	Chief Executive Officer

THE HOLDER:
JELCO DELTA HOLDING CORP.
	By:	/s/ Alastair B. Macdonald
		Name:	Alastair B. Macdonald
		Title:	Director

Exhibit D

SECOND AMENDMENT TO
REVOLVING CONVERTIBLE PROMISSORY NOTE

This SECOND AMENDMENT (this "Second Amendment") to the Revolving Convertible Promissory Note dated as of September 7, 2015, as amended by an Amendment to the Note dated as of December 1, 2015 (together the "Note"), by and between Seanergy Maritime Holdings Corp. a corporation organized under the laws of the Republic of the Marshall Islands (the "Maker") and Jelco Delta Holding Corp., or its respective registered assigns (the "Holder"), is made on December 14, 2015.

Capitalized terms used but not defined herein shall have the meaning assigned in the Note.

WHEREAS, the parties wish to amend the Note as hereinafter set forth in order to increase the maximum principal amount available to be drawn under the Note from $9,765,000 to $11,765,000 and further increase the amount by which the Applicable Limit is being reduced from one million Dollars ($1,000,000) to two million Dollars ($2,000,000);

NOW, THEREFORE, in consideration of the premises and the mutual agreements herein contained, the parties hereto hereby agree as follows:

(A)	Section 1.1 of the Note is deleted in its entirety and replaced with the following:

(B)	Section 1.6 of the Note is deleted in its entirety and replaced with the following:

(C)	Each other reference in the Note to "$9,765,000" is deleted and replaced with "$11,765,000."

(D)	Confirmation of Agreement.  Except as expressly set forth herein, the Note is ratified and confirmed in all respects and shall remain in full force and effect in accordance with its terms, and each reference in the Note to "this Note" shall mean the Note as amended by this Second Amendment.

(E)

Counterparts Effectiveness.  This Second Amendment may be executed in any number of counterparts (including by facsimile) and by different parties hereto in separate counterparts, with the same effect as if all parties had signed the same document.  All such counterparts shall be deemed an original, shall be construed together and shall constitute one and the same instrument.  This Second Amendment shall become effective when each party hereto shall have received counterparts hereof signed by all of the other parties hereto.

(I)	Governing Law.  The laws of the State of New York shall govern the enforceability and validity of this Agreement, the construction of its terms and the interpretation of the rights and duties of the parties, without regard to the principles of conflicts of laws thereof.

 

[Signature page follows]

THIS SECOND AMENDMENT has been entered into on the date stated above.