Breeden Schedule 13G/A

-----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, MSXGyo+MUtwTsJLt4j9sdbHDqmEPKxJktzLzQhtczvjk96nmPPSCwgTVkUKu+OZm j6/5IX9gBGIkiJzEZ4OStw== 0000943663-08-000058.txt : 20080212 0000943663-08-000058.hdr.sgml : 20080212 20080211184626 ACCESSION NUMBER: 0000943663-08-000058 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080212 DATE AS OF CHANGE: 20080211 GROUP MEMBERS: BREEDEN FAMILY TRUST GROUP MEMBERS: WYANDOTTE COMMUNITY CORPORATION SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARRINGTON WEST FINANCIAL GROUP INC/CA CENTRAL INDEX KEY: 0001063997 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 481175170 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78803 FILM NUMBER: 08595216 BUSINESS ADDRESS: STREET 1: 610 ALAMO PINTADO RD CITY: SOLVANG STATE: CA ZIP: 93463 BUSINESS PHONE: 8056886644 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BREEDEN DOUGLAS T CENTRAL INDEX KEY: 0001016248 STATE OF INCORPORATION: IN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 722 PROMENADE STREET 2: HARRINGTON FINANCIAL GROUP INC CITY: RICHMOND STATE: IN ZIP: 47375 BUSINESS PHONE: 9199334218 MAIL ADDRESS: STREET 1: C/O THE BREEDEN GROUP STREET 2: 100 EUROPA DRIVE, SUITE 589 CITY: CHAPEL HILL STATE: NC ZIP: 27517 SC 13G/A 1 breeden13gamendmentno4.htm AMENDMENT NO 4 TO SC 13G Breeden Schedule 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 4)

HARRINGTON WEST FINANCIAL GROUP, INC.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

41383L 10 4

(CUSIP Number)

December 31, 2007

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ] Rule 13d-1(b)

[X] Rule 13d-1(c)

[ ] Rule 13d-1(d)

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).

1.	NAME OF REPORTING PERSON

	Douglas T. Breeden
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
2.
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 579,275
	6.	SHARED VOTING POWER 514,937
	7.	SOLE DISPOSITIVE POWER 579,275
	8.	SHARED DISPOSITIVE POWER 514,937

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,094,212
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES [ ]
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 19.7%
12.	TYPE OF REPORTING PERSON IN

1.	NAME OF REPORTING PERSON

	Wyandotte Community Corporation
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
2.
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Indiana

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 0
	6.	SHARED VOTING POWER 131,735
	7.	SOLE DISPOSITIVE POWER 0
	8.	SHARED DISPOSITIVE POWER 131,735

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 131,735
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES [ ]
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.4%
12.	TYPE OF REPORTING PERSON CO

1.

NAME OF REPORTING PERSON

Breeden Family Trust

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [  ]
                                                                                                              (b) [  ]

3.

SEC USE ONLY

4.

CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

383,202

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

383,202

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

383,202

10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

CERTAIN SHARES   [   ]

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.9%

12.

TYPE OF REPORTING PERSON

OO

Item 1.

(a)

Name of Issuer:

Harrington West Financial Group, Inc.

(b)

Address of Issuer's Principal Executive Offices:

610 Alamo Pintado Road

Solvang, CA 93463

Item 2.

(a)

Name of Persons Filing:

(i) Douglas T. Breeden, Ph.D. ("Dr. Breeden")

(ii) Wyandotte Community Corporation ("Wyandotte")

(iii) Breeden Family Trust ("Trust")

(b)

Address of Principal Business Office for Each of the Above:

(i) Douglas T. Breeden
c/o The Breeden Group
Attn: Allen Lyles
100 Europa Drive, Number 589
Chapel Hill, NC 27517

(ii) Wyandotte Community Corporation
664 Plaza Drive
Leavenworth, IN 47137

(iii) Breeden Family Trust
c/o Anne L. Stallman
V.P., J.P. Morgan Trust Company of Delaware
500 Stanton Christiana Road
Newark, DE 19713

(c)

Citizenship or Place of Organization:

(i) Dr. Breeden is a citizen of the United States of America.

(ii) Wyandotte is an Indiana Corporation.

(iii) Breeden Family Trust is a trust organized under the laws of the State of Delaware.

(d)

Title of Class of Securities:

Common Stock, $0.01 par value per share

(e)
CUSIP Number:

41383L 10 4

Item 3.

If this statement is Filed Pursuant to Rules 13d-1(b) or 13d-2(b) or (c), Check Whether the Person Filing is a:

(a)

[ ] Broker or dealer registered under Section 15 of the Exchange Act;

(b)

[ ] Bank as defined in Section 3(a)(6) of the Exchange Act;

(c)

[ ] Insurance company as defined in Section 3(a)(19) of the Act;

(d)

[ ] Investment company registered under Section 8 of the Investment
      Company Act of 1940;

(e)

[ ] An investment adviser in accordance with Rule 13d-1(b)
      (1)(ii)(E);

(f)

[ ] An employee benefit plan or endowment fund in accordance with
      Rule 13d-1(b)(1)(ii)(F);

(g)

[ ] A parent holding company or control person in accordance with
     Rule 13d-1(b)(1)(ii)(G);

(h)

[ ] A savings association as defined in Section 3(b) of the Federal
       Deposit Insurance Act;

(i)

[ ] A church plan that is excluded from the definition of an investment
     company under Section 3(c)(14) of the Investment Company Act of
     1940;

(j)

[ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.

Ownership.

Dr. Breeden is the President, Chairman, and 99% owner of Wyandotte. As such, Dr. Breeden may be deemed to control Wyandotte and share the power to vote, direct the vote of, dispose, or direct the disposition of the shares Wyandotte holds. Dr. Breeden also is the Investment Adviser to the Trust and, as such, shares with the Trust the power to vote, direct the vote of, dispose, or direct the disposition of the shares the Trust holds.

(a)

Amount beneficially owned:

(i) Dr. Breeden: 1,094,212*

(ii) Wyandotte: 131,735

(iii) The Trust: 383,202

(b)
Percent of class:

(i) Dr. Breeden: 19.7%**

(ii) Wyandotte: 2.4%**

(iii) The Trust: 6.9%**

(c)
Number of shares as to which the person has:

(1) Sole power to vote or to direct the vote:

(i) Dr. Breeden: 579,275

(ii) Wyandotte: 0

(iii) The Trust: 0

(2) Shared power to vote or to direct the vote:

(i) Dr. Breeden: 514,937

(ii) Wyandotte: 131,735

(iii) The Trust: 383,202

(3) Sole power to dispose or to direct the disposition of:

(i) Dr. Breeden: 579,275

(ii) Wyandotte: 0

(iii) The Trust: 0

(4) Shared power to dispose or to direct the disposition of:

(i) Dr. Breeden: 514,937

(ii) Wyandotte: 131,735

(iii) The Trust: 383,202

* These holdings include those of Wyandotte and the Trust

** The percentages used herein are calculated based on the 5,554,003 shares of Common Stock issued and outstanding as of November 5, 2007, as reported in Harrington West Financial Group, Inc.'s (the "Issuer") quarterly report on Form 10-Q, filed with the Securities and Exchange Commission by the Issuer on November 9, 2007.

Item 5.

Ownership of Five Percent or Less of a Class: [ ]

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

Not Applicable

Item 7.

Identification and Classification of the Subsidiaries which Acquired the Security Being Reported on by the Parent Holding Company:

Not Applicable

Item 8.

Identification and Classification of Members of the Group:

Not Applicable

Item 9.

Notice of Dissolution of Group:

Not Applicable

Item 10.

Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

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.

		Date: February 11, 2008


		DOUGLAS T. BREEDEN

		By	/s/ R. Allen Lyles, Attorney-in-fact for
			Douglas T. Breeden

	WYANDOTTE COMMUNITY CORPORATION

		By	/s/ R. Allen Lyles, Attorney-in-fact for
			Douglas T. Breeden
			Title: President and Chairman

	BREEDEN FAMILY TRUST

		By	/s/ R. Allen Lyles, Attorney-in-fact for
			Douglas T. Breeden

EXHIBIT INDEX

Exhibit 99.1 - Power of Attorney, dated September 7, 2007

EX-99.1 2 poa.htm POWER OF ATTORNEY POWER OF ATTORNEY POWER OF ATTORNEY

Know all by these presents that the undersigned hereby constitutes and appoints R. Allen Lyles, with full power of substitution, the undersigned's true and lawful attorney-in-fact to:

(1)	prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") any necessary or appropriate amendments to the undersigned's Form ID and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 13 or Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder (the "Act") or any other rule or regulation of the SEC;

(2)	execute for and on behalf of the undersigned, in any appropriate capacity, Forms 3, 4, and 5 and all amendments thereto, in accordance with Section 16(a) of the Act, and all filings on Schedule 13D or Schedule 13G, and all amendments thereto, in accordance with Section 13 of the Act;

(3)	do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, or Schedule 13D or Schedule 13G, complete and execute any amendment or amendments thereto, and timely file such form or schedule with the SEC and any stock exchange or similar authority; and

(4)	take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is any applicable issuer assuming, any of the undersigned's responsibilities to comply with Sections 13 or 16 of the Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 or Schedule 13D or Schedule 13G with respect to the undersigned's holdings of and transactions in securities, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 7th day of September, 2007.

	/s/ Douglas T. Breeden
	Douglas T. Breeden

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