-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WQz22rdfm7dfDKqZsNW9WLrXf+upHyiv2Syzbm0iP4HB3WP32pFswFvIwiw/SSjV fYTm1JeDk7D9FOP/rhfmWA== 0000906004-98-000001.txt : 19980220 0000906004-98-000001.hdr.sgml : 19980220 ACCESSION NUMBER: 0000906004-98-000001 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980219 SROS: NASD GROUP MEMBERS: AFEC, INCORPORATED GROUP MEMBERS: CRAIG W. YATES GROUP MEMBERS: YATES CHARLES B SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CLASSIC BANCSHARES INC CENTRAL INDEX KEY: 0001001627 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 611289391 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-50091 FILM NUMBER: 98545355 BUSINESS ADDRESS: STREET 1: P O BOX 1527 CITY: ASHLAND STATE: KY ZIP: 41101-1527 BUSINESS PHONE: 6063254789 MAIL ADDRESS: STREET 1: P O BOX 1527 CITY: ASHLAND STATE: KY ZIP: 41105-1527 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: YATES CHARLES B CENTRAL INDEX KEY: 0000906004 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 82 LIBRARY PLACE CITY: PRINCETON STATE: NJ ZIP: 08540 BUSINESS PHONE: 6093862400 MAIL ADDRESS: STREET 1: 82 LIBRARY PLACE CITY: PRINCETON STATE: NJ ZIP: 08540 SC 13D 1 Page 1 of 8 pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D CLASSIC BANCSHARES INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 18272M104 (CUSIP Number) LISAH FRAZIER, CFO 344 17TH STREET, ASHLAND, KY 411001 Tel. 606 325 4789 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) JANUARY 23, 1998 (Date of Event which Requires Filing of this Statement) Page 2 of 8 pages SCHEDULE 13D CUSIP No. 18272M104 1. Name of Reporting Person S.S. or IRS Indentification No. of Above Person Charles B. Yates ###-##-#### Craig W. Yates ###-##-#### AFEC, Incorporated 98-0109087 2. Check the Appropriate Box if a Member of a Group. (a) X ---- (b) ---- 3. SEC USE ONLY 4. SOURCE OF FUNDS (See Instructions) Charles B. Yates PF Craig W. Yates PF AFEC, Incorporated WC 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) (no check entered) 6. Citizenship or Place of Organization Charles B. Yates US Citizen Craig W. Yates US Citizen AFEC, Incorporated A Delaware Corporation 7. Number of Shares Beneficially Owned by each Reporting Person with sole voting power Charles B. Yates 26,000 shares Craig W. Yates 20,000 shares AFEC, Incorporated 34,000 shares Page 3 of 8 pages 8. Shared voting power 0 9. Sole dispositive power Charles B. Yates 26,000 shares Craig W. Yates 20,000 shares AFEC, Incorporated 34,000 shares 10. Shared dispositive power 0 11. Aggregate amount Beneficially Owned by Each Reporting Person Charles B. Yates 26,000 shares Craig W. Yates 20,000 shares AFEC, Incorporated 34,000 shares 12. Check if the aggregate amount in row (11) excludes certain shares (no check mark here) 13. Percent of Class represented by amount in Row (11) 6.15% 14. Type of reporting person Charles B. Yates IN Craig W. Yates IN AFEC Inc. CO Page 4 of 8 pages Item 1. Security in Issuer. ------------------- Common Stock of Classic Bancshares, Inc. 344 17th Street Ashland, Kentucky 41101 Item 2. Identity and Background. ------------------------ I. (a) Charles B. Yates (b) 82 Library Place Princeton, New Jersey 08540 (c) Chairman of the Board Farmers and Mechanics Bank 3 Sunset Road Burlington, New Jersey 08016 (d) No convictions in any criminal proceedings. (e) No violations of federal or state securities laws; no findings, judgments, decrees or final orders concerning federal and state securities laws. (f) US citizen. II. (a) Craig W. Yates (b) 227 Cliff Avenue Edgewater Park, New Jersey 08010 (c) President Farmers and Mechanics Bank 3 Sunset Road Burlington, New Jersey 08016 (d) No convictions in any criminal proceedings. Page 5 of 8 pages (e) No violations of federal and state securities laws; no findings, judgments, decrees or final orders concerning federal and state securities laws. III. (a) AFEC, Incorporated (b) 3511 Silverside Road, Suite 105 Wilmington, Delaware 19810 (c) Holding company, owned entirely by Charles B. Yates and Craig W. Yates. (d) No convictions in any criminal proceedings. (e) No violations of federal or state securities laws; no findings, judgments, decrees or final orders concerning federal and state securities laws. (f) A Delaware Corporation. Item 3. Source and Amount of Funds or Other Consideration ------------------------------------------------- Charles B. Yates and Craig W. Yates purchased their shares with personal funds, in individual margin accounts at Robert W. Baird and Company. AFEC, Incorporated used working capital of the corporation to purchase its shares. The amounts expended for the purchases listed in Item 5 (c) of this report were: For Charles B. Yates $ 321,813.00 For Craig W. Yates $ 241,875.00 For AFEC, Incorporated $ 467,063.00 -------------- Total for the group $ 1,030,751.00 Item 4. Purpose of Transaction ---------------------- The shares in question were purchased as long term investments only. Page 6 of 8 pages Item 5. Interest in Securities of Issuer -------------------------------- (a) Charles B. Yates owns 26,000 shares of Issuer's common stock, amounting to 2% of total shares outstanding. Craig W. Yates owns 20,000 shares of Issuer's common stock, amounting to 1.54% of total shares outstanding. AFEC, Incorporated owns 34,000 shares of Issuer's common stock, amounting to 2.6% of total shares outstanding. The combined group holding totals 80,000 shares of Issuer's common stock, amounting to 6.15% of total shares outstanding. (b) In the case of each owner listed above, each has the sole power to vote, or to direct the vote, or to dispose of the shares owned by him. There is no shared power to vote, direct the vote, or to dispose of any of the shares owned by the group. (c) Transactions in Issuer's common stock within the last 60 days are the following: For Charles B. Yates Open market purchases as follows: 1/20/98 9,000 shares @ $16.125 per share, NASDAQ 1/23/98 11,000 shares @ $16.0625 per share, NASDAQ For Craig W. Yates Open market purchases as follows: 1/19/98 10,000 shares @ $16.125 per share, NASDAQ 1/23/98 5,000 shares @ $16.125 per share, NASDAQ Page 7 of 8 pages For AFEC, Incorporated Open market purchases as follows: 1/19/98 5,000 shares @ $16.125 per share, NASDAQ 1/23/98 5,000 shares @ $16.25 per share, NASDAQ 1/23/98 19,000 shares @ $16.0625 per share, NASDAQ (d) No persons other than the owners listed above have any rights or interests in the securities of Issuer owned by the members of the group listed above. (e) (does not apply) Item 6. Contracts, Arrangements, Understandings or Relationships with ------------------------------------------------------------- Respect to Securities of Issuer. -------------------------------- Craig W. Yates and Charles B. Yates are brothers. Craig W. Yates and Charles B. Yates together own AFEC, Incorporated in its entirety, and serve as its Chairman and President respectively. No other contracts, arrangements, understandings exist between the members of the group with respect to Issuer's securities. Item 7. Material to be Filed as Exhibits -------------------------------- No material is filed as exhibit. (continued on following page.) Page 8 of 8 pages 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. Dated: January 30, 1998 Charles B. Yates January 30, 1998 Craig W. Yates January 30, 1998 Charles B. Yates President AFEC, Incorporated. -----END PRIVACY-ENHANCED MESSAGE-----