SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

JGD MANAGEMENT CORP /NY

(Last)

(First)

(Middle)

390 PARK AVENUE

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/18/2005

3. Issuer Name and Ticker or Trading Symbol
PANAMERICAN BANCORP [ PNB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	3,150,000	I	By the entities listed in (1) below.⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series F Common Stock Purchase Warrants	⁽²⁾	⁽²⁾	Common Stock	1,575,000⁽³⁾	$4⁽³⁾	I	By the entities listed in (1) below.⁽¹⁾

Explanation of Responses:

1. The Reporting Person manages the following investment funds: York Capital Management, L.P., York Investment Limited and York Global Value Partners, L.P. The Reporting Person disclaims any beneficial interest ownership of the securities held by the investment funds except to the extent of its pecuniary interest therein.

2. All conditions to acquiring the Common Stock and the Warrants from PanAmerican Bancorp (the "Company") have been satisfied as of October 18, 2005. The Warrants will be exercisable as of the date (the "Closing Date") on which the Warrants are issued, and the expiration date of the Warrants is the fifth anniversary after the issuance date of the Warrants. It is expected that the Closing Date will occur as soon as practicable after the date hereof.

3. Subject to standard anti-dilution provisions. In addition, the Company may at any time during the term of the Warrants reduce the then current exercise price to any amount and for any period of time deemed appropriate by the Company's board of directors. If after the Closing Date, the closing sale price per share of Common Stock for each of 20 consecutive trading days, which period will commence on or after the date that a registration statement filed pursuant to the applicable Registration Rights Agreement is declared effective by the Securities and Exchange Commission, exceeds $5.60, subject to adjustment, then the Company may within five trading days of the end of such period call for redemption or any portion of the Warrants for $0.50 per share.

	/s/ Adam J. Semler	10/28/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.