-----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, Ag6VLKJuHhE0v1fjsLcsmvP8jeUgPu8KvKXVyhun4lVldvBUTIBCQ5u1kQauKPS/ a3d1LSQKA3wU70er7VQImw== 0001240462-04-000001.txt : 20040126 0001240462-04-000001.hdr.sgml : 20040126 20040126111502 ACCESSION NUMBER: 0001240462-04-000001 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040126 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ROCKY SHOES & BOOTS INC CENTRAL INDEX KEY: 0000895456 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 311364046 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49703 FILM NUMBER: 04542481 BUSINESS ADDRESS: STREET 1: 39 EAST CANAL STREET CITY: NELSONVILLE STATE: OH ZIP: 45764 BUSINESS PHONE: 6147531951 MAIL ADDRESS: STREET 1: 39 EAST CANAL STREET CITY: NELSONVILLE STATE: OH ZIP: 45764 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERLIN FINANCIAL LLC CENTRAL INDEX KEY: 0001240462 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 460 ARBOR VIEW LN CITY: VENICE STATE: FL ZIP: 34292 BUSINESS PHONE: 9414856642 MAIL ADDRESS: STREET 1: 460 ARBOR VIEW LN CITY: VENICE STATE: FL ZIP: 34292 SC 13D/A 1 rocky.txt United States Securities and Exchange Commission Washington DC 20549 Schedule 13D/A Amendment No. 3 Under the Securities and Exchange Act of 1934 Rocky Shoes & Boots, Inc. (Name of Issuer) Common Stock (No Par Value) Title of Class of Securities 774830103 (CUSIP Number) Thomas G. Berlin 37500 Eagle Road Willoughby Hills, OH 44094 (440) 951-2655 Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 5, 2003 (Date of Event Which Requires Filing of this Statement) If this filing person has previously filed a statement on Schedule 13G to report this 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. *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 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). 1 Name of Reporting Person Thomas G. Berlin 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF, PF 5 Check if Disclosure 6 Citizenship USA Number of Shares 7 Sole Voting 0 Beneficially Owned By Each 8 Shared Voting 170,119 Reporting Person With 9 Sole Dispositive 0 10 Shared Dispositive 170,119 11 Aggregate Amount Beneficially owned 170,119 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 4.0% 14 Type of Reporting Person IA, IN, OO Item 1. Security and Issuer CUSIP 774830103 Rocky Shoes & Boots, Inc. 39 East Canal Street Nelsonville, Ohio 45764 (740) 753-1951 Item 2. Identity and Background. No change from Amendment No. 2. Item 3. Source and Amount of Funds or Other Consideration. Capital Shares (as defined in Item 4) were purchased using funds of Berlin Capital Growth, L.P. The Reporting Person is the managing member of the General Partner of Berlin Capital Growth, L.P. The Jack Cover and Jim George Shares (as defined in Item 4) were purchased using funds of certain of the Reporting Person's advisory clients other than Berlin Capital Growth, L.P. TGB Shares (as defined in Item 4) were purchased using the Reporting Person's own funds. Item 4. Purpose of Transaction. The Reporting Person purchased and sold certain shares (the " Capital Shares ") in his capacity as the managing member of the General Partner of Berlin Capital Growth, L.P. and for the account of Berlin Capital Growth, L.P. Capital Shares were purchased and sold solely for investment purposes. The Reporting Person purchased and sold certain shares (the "Jack Cover and Jim George Shares") in his capacity as an investment adviser to, and for the accounts of, the Jack Cover IRA and Jim George, each of which is an advisory client of the Reporting Person. Client Shares were purchased and sold solely for investment purposes in the amounts indicated below. The Reporting Person purchased and sold certain shares (the "TGB Shares") for his own account and solely for investment purposes. Item 5. Interest in Securities of the Issuer (a) The aggregate amount owned by the Reporting Person is 170,119 shares or 4.0 % of the outstanding shares. (b) Shares Percentage Sole Voting Power 0 0% Shared Voting Power 170,119 4% Sole Dispositive Power 0 0% Shared Dispositive Power 170,119 4% The reporting Person shares voting and dispositive power with the following clients in the following amounts: Berlin Capital Growth, L.P., 122,120 shares; Jim George 47,999 shares; Jack Cover IRA 0 shares. The address of Berlin Capital Growth, L.P. is c/o the Reporting Person. The address of each other person that shares beneficial ownership with the Reporting Person is set forth below. There is no proceedings required to be disclosed with respect to any person sharing beneficial ownership with the Reporting Person. Jim George Jack Cover 19634 Westchester Dr. 2518 Chagrin Drive Clinton Twp., MI 48038-6415 Willoughby Hills, OH 44094 (c) On the following dates, the Reporting Person purchased and/or sold the following numbers of shares for the prices per share set forth below. Each such purchase or sale occurred through a customary broker transaction. Jack Cover Shares Date Shares Price Per Share Sold or Bought 5/15/2003 -677 9.26 S 6/9/2003 -1,000 9.54 S 6/10/2003 1,000 9.07 B 7/2/2003 -2,993 9.71 S 7/14/2003 -300 10.2 S 7/15/2003 -1,200 10.23 S 7/16/2003 1,000 9.85 B 7/21/2003 3,000 9.46 B 7/25/2003 -1,000 10.35 S 7/29/2003 1,000 9.94 S 7/30/2003 -1,000 10.34 S 8/18/2003 -1,000 10.91 S 8/19/2003 -50 11.51 S 8/20/2003 -1,000 11.56 S 9/9/2003 1,000 11.1 B 9/30/2003 700 11.08 B 9/30/2003 -1,000 11.54 S 10/7/2003 -2,000 12.12 S 10/14/2003 800 11.95 B 10/17/2003 -2,000 12.94 S 10/28/2003 -1,000 14.02 S 10/29/2003 -2,000 15.51 S 11/4/2003 -399 16.56 S JIM GEORGE SHARES 11/4/2003 -1000 16.80 S 11/4/2003 -20000 16.51 S 11/4/2003 -1601 16.56 S 11/5/2003 -40000 18.23 S 11/5/2003 -6000 18.07 S 11/5/2003 -1000 17.72 S TGB SHARES 7/31/2002 2,000 4.95 B 8/2/2002 8,000 4.8 B 8/8/2002 1,300 4.55 B 8/20/2002 200 4.55 B 8/28/2002 500 4.55 B 9/25/2002 -2,000 4.63 S 10/7/2002 3,600 4.99 B 10/14/2002 200 4.25 B 12/27/2002 -400 5.27 S 1/2/2003 -177 5.27 S 1/14/2003 400 5 B 1/17/2003 -3,000 5.51 S 1/21/2003 -900 5.73 S 1/24/2003 1,050 5.44 B 2/6/2003 -1,000 5.22 S 2/6/2003 3,000 5.11 B 2/11/2003 -3,000 5.54 S 2/12/2003 1,700 5.35 B 2/12/2003 -100 5.69 S 2/13/2003 2,000 5.18 B 2/18/2003 -1,000 5.35 S 2/19/2003 -5,000 5.85 S 2/26/2003 -1,000 6.39 S 3/7/2003 -2,000 6.68 S 3/10/2003 -2,000 7.08 S 3/11/2003 600 6.83 B 3/12/2003 1,000 6.83 B 3/18/2003 1,000 6.43 B 3/18/2003 2,000 6.53 B 3/20/2003 500 6.24 B 3/28/2003 -2,000 6.8 S 3/31/2003 -500 6.95 S 4/1/2003 -1,000 6.95 S 4/2/2003 -300 7.19 S 4/3/2003 -1,000 7.16 S 4/7/2003 1,000 6.8 B 4/8/2003 1,000 6.6 B 4/21/2003 -600 6.93 S 4/22/2003 -800 6.93 S 4/23/2003 -6,000 7.47 S 4/23/2003 -3,000 7.35 S 4/24/2003 2,800 7.61 B 4/24/2003 -1,600 8.26 S 5/2/2003 -1,000 8.23 S 5/7/2003 -2,000 8.6 S 5/9/2003 -400 9.03 S 5/9/2003 -1,000 8.99 S 5/15/2003 -323 9.26 S CAPITAL SHARES 9/5/2002 505 4.33 B 9/6/2002 300 4.33 B 9/9/2002 200 4.33 B 9/10/2002 1,495 4.33 B 9/11/2002 100 4.18 B 10/1/2002 -1,500 4.8 S d) Not Applicable. e) The Reporting Person ceased to be a beneficial owner of more than 5 % of Rocky Shoes & Boots, Inc. common stock on November 5, 2003 Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to the Issuer. The partners of Berlin Capital Growth, L.P. have the right to receive distributions of the net assets of Berlin Capital Growth, L.P. Those net assets include any proceeds from the sale of Capital Shares. Item 7. Material to be Filed as Exhibits. Not Applicable. Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Date: January 21, 2004 /s/ Thomas G. Berlin -----END PRIVACY-ENHANCED MESSAGE-----