-----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, MkUioKCH4YaQuehUTHfy9ojN3yX/OYbPgIZJDsCAo/72Pvxl9tqDqxlnQal5tFUb yKC4HMeh4LZWEUmrw4oGIw== 0000904211-98-000012.txt : 19980917 0000904211-98-000012.hdr.sgml : 19980917 ACCESSION NUMBER: 0000904211-98-000012 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980914 SROS: NASD GROUP MEMBERS: DAVIS JEROME H GROUP MEMBERS: SUSAN B. DAVIS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNITED TENNESSEE BANKSHARES INC CENTRAL INDEX KEY: 0001045689 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 620309135 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-53331 FILM NUMBER: 98710443 BUSINESS ADDRESS: STREET 1: 344 BROADWAY CITY: NEWPORT STATE: TN ZIP: 37821-0249 BUSINESS PHONE: 4236236088 MAIL ADDRESS: STREET 1: 344 BROADWAY CITY: NEWPORT STATE: TN ZIP: 37821-0249 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DAVIS JEROME H CENTRAL INDEX KEY: 0000904211 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 103309811 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 11 BALDWIN FARMS NORTH CITY: GREENWICH STATE: CT ZIP: 06831 BUSINESS PHONE: 2036221177 MAIL ADDRESS: STREET 1: 11 BALDWIN FARMS NORTH CITY: GREENWICH STATE: CT ZIP: 06831 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 1) United Tennessee Bancshares, Inc. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 91307P103 (CUSIP Number) Jerome H. Davis c/o David M. Perlmutter, Esq. 200 Park Ave., Suite 4515, New York, NY 10166 (212) 986-4900 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 4, 1998 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1 (b)(3) or (4), check the following box / /. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. (Continued on following pages) _________________________ 1 The remainder of this cover page shall be filled out for a reporting person's initial filing of 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 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 7 Pages CUSIP No. 91307P103 _________________________________________________________________ 1. Name of Reporting Person Jerome H. Davis _________________________________________________________________ S.S. or I.R.S. Identification ###-##-#### No. of Above Person _________________________________________________________________ 2. Check the Appropriate Box (a)______ if a Member of a Group (b)___X__ (See Instructions) _________________________________________________________________ 3. SEC Use Only _________________________________________________________________ 4. Source of Funds (See Instructions) PF _________________________________________________________________ 5. Check Box if Disclosure of Legal Proceedings is Required / / Pursuant to Items 2(d) or 2(e) _________________________________________________________________ 6. Citizenship or Place of Organization United States _________________________________________________________________ Number of 7. Sole Voting Power 59,340 Shares 8. Shared Voting Beneficially Power 15,000* Owned by 9. Sole Dispositive Each Report- Power 59,340 ing Person 10. Shared Dispositive with Power 15,000* _________________________________________________________________ 11. Aggregate Amount Beneficially Owned by Each Reporting Person 74,340* _________________________________________________________________ 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain / / Shares (See Instructions) _________________________________________________________________ 13. Percent of Class Represented by amount in Row (11) 5.26% _________________________________________________________________ 14. Type of Reporting Person IN (See Instructions) _________________________________________________________________ * See Items 5(a) and 5(b) of this Statement. For purposes of this Statement Jerome H. Davis may be deemed, pursuant to Rules 13d-3(a)(1) and 13d-3(a)(2) under the Securities Exchange Act of 1934, as amended, to be the beneficial owner of 7,300 shares of the Company's Common Stock held in the name of his wife, Susan B. Davis. Page 2 of 7 Pages CUSIP No. 91307P103 _________________________________________________________________ 1. Name of Reporting Person Susan B. Davis _________________________________________________________________ S.S. or I.R.S. Identification ###-##-#### No. of Above Person _________________________________________________________________ 2. Check the Appropriate Box (a)______ if a Member of a Group (b)___X__ (See Instructions) _________________________________________________________________ 3. SEC Use Only _________________________________________________________________ 4. Source of Funds (See Instructions) PF _________________________________________________________________ 5. Check Box if Disclosure of Legal Proceedings is Required / / Pursuant to Items 2(d) or 2(e) _________________________________________________________________ 6. Citizenship or Place of Organization United States _________________________________________________________________ Number of 7. Sole Voting Power 7,300 Shares 8. Shared Voting Beneficially Power 67,040* Owned by 9. Sole Dispositive Each Report- Power 7,300 ing Person 10. Shared Dispositive with Power 67,040* _________________________________________________________________ 11. Aggregate Amount Beneficially Owned by Each Reporting Person 74,340* _________________________________________________________________ 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain / / Shares (See Instructions) _________________________________________________________________ 13. Percent of Class Represented by amount in Row (11) 5.26% _________________________________________________________________ 14. Type of Reporting Person IN (See Instructions) _________________________________________________________________ * See Items 5(a) and 5(b) of this Statement. For purposes of this Statement Susan B. Davis may be deemed, pursuant to Rules 13d-3(a)(1), 13d-3(a)(2), and 13d-5(b)(1) under the Securities Exchange Act of 1934, as amended, to be the beneficial owner of 52,040 shares of the Company's Common Stock held in the name of her husband, Jerome H. Davis, and 7,300 shares of Common Stock beneficially owned by Mr. Davis in a fiduciary capacity. Page 3 of 7 Pages The Statement on Schedule 13D (the "Statement") of Jerome H. Davis, with respect to the Common Stock, par value $1.00 per share ("Common Stock") of United Tennessee Bancshares, Inc., a Tennessee corporation ("UTB") is hereby amended as set forth below. Item 4. PURPOSE OF TRANSACTION. Item 4 of the Statement is hereby supplemented by the addition of the following: "The disposition of Common Stock as set forth in Schedule A attached hereto reflects investment decisions consistent with the purposes for which such shares were acquired. Except as previously disclosed, Mr. and Mrs. Davis do not have any plan or proposal which relates to or would result in any of the actions enumerated in Item 4 of Schedule 13D, except that Mr. and Mrs. Davis may dispose of some or all of the Common Stock or may acquire additional shares of Common Stock, from time to time, depending upon price and market conditions, evaluation of alternative investments, and other factors." Item 5. INTEREST IN SECURITIES OF THE ISSUER. A. Paragraphs (a) and (b) of Item 5 of the Statement are amended and restated in their entirety to read as follows: "(a) The aggregate number of shares of Common Stock deemed to be beneficially owned by Mr. and Mrs. Davis for the purposes of this Statement is 74,340 shares, representing 5.26 percent of the outstanding shares of Common Stock based on 1,414,585 shares of Common Stock disclosed by UTB as outstanding on September 10, 1998. Of such shares, 52,040 (3.68%) are held in the name of Mr. Davis, 7,300 (.52%) are held by Mr. Davis in his capacity as the executor of an estate (the "Estate"), 7,300 (.52%) are held in the name of Mrs. Davis, and 7,700 (.54%) are held in the name of Mr. and Mrs. Davis. (b) (i) Subject to the matters referred to in paragraph (a) hereof, Mr. and Mrs. Davis have shared power to vote or to direct the vote and shared power to dispose of or to direct the disposition of the 7,700 shares of Common Stock jointly held by them. (ii) Subject to the matters referred to in paragraphs (a) and (b)(i) hereof, Mr. Davis has the sole power to vote or to direct the vote and sole power to dispose or to direct the disposition of the 52,040 shares of Common Stock owned by him, and the 7,300 shares of Common Stock owned by the Estate, and may be deemed to have shared power to vote or direct the vote and shared power to dispose or direct the disposition of the 7,300 shares of Common Stock owned by Mrs. Davis. Page 4 of 7 Pages (iii) Subject to the matters referred to in paragraphs (a), (b)(i)-(ii) hereof, Mrs. Davis has the sole power to vote or to direct the vote and sole power to dispose or to direct the disposition of the 7,300 shares of Common Stock owned by her, and may be deemed to have shared power to vote or direct the vote and shared power to dispose or direct the disposition of the 52,040 shares of Common Stock owned by Mr. Davis, and the 7,300 shares owned by the Estate." B. Paragraph (c) of Item 5 is hereby supplemented by the addition of the following: "Mr. Davis sold an aggregate of 12,400 shares of Common Stock owned by him through a brokerage account maintained by him and received aggregate consideration of $148,550.00. He also directed the sale of 4,800 shares of Common Stock jointly owned by him and Mrs. Davis through brokerage accounts maintained by them and received aggregate consideration of $55,500.00. A description of all transactions in the shares of Common Stock which have been effected by Mr. and Mrs. Davis since March 3, 1998 (the date of the Statement) is set forth in Schedule A attached hereto and is incorporated herein by reference." Page 5 of 7 Pages Signature. After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certify that the information set forth in this amendment is true, complete and correct. 9/11/98 Jerome H. Davis Date (Signature) 9/11/98 Susan B. Davis Date (Signature) Page 6 of 7 Pages Schedule A Information with Respect to Transaction in the Common Stock of United Tennessee Bancshares, Inc. By Jerome H. Davis and Susan B. Davis
Date of No. of Shrs Price Per Shr Where How Transa- Purchased (excl. commis- Trans- Trans- tion (Sold) sions) acted acted Jerome Davis: 1. 9/1/98 (10,000) $12.125 OTC * 2. 9/1/98 (2,400) 11.375 OTC * Mr. & Mrs. Davis: 3. 9/4/98 (4,800) 11.5625 OTC * __________________________________ ** Transaction effected in the over-the-counter market ("OTC") through a standard brokerage account maintained by Mr. and/or Mrs. Davis. Page 7 of 7 Pages -----END PRIVACY-ENHANCED MESSAGE-----