Number of Shares Beneficially Owned by Each Reporting Person With |
5. 6. 7. 8. |
Sole Voting Power: Shared Voting Power: Sole Dispositive Power: Shared Dispositive Power: |
836,114 836,114 |
9. Aggregate Amount Beneficially Owned by Each Reporting Person 836,114 10. Check if
the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9) 13.0% 12. Type of Reporting Person (See Instructions) PN CUSIP No. 082047200 1. Names of
Reporting Persons. Springhouse Capital LLC 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ___ (b) ___ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware |
Number of Shares Beneficially Owned by Each Reporting Person With |
5. 6. 7. 8. |
Sole Voting Power: Shared Voting Power: Sole Dispositive Power: Shared Dispositive Power: |
836,114 836,114 |
Number of Shares Beneficially Owned by Each Reporting Person With |
5. 6. 7. 8. |
Sole Voting Power: Shared Voting Power: Sole Dispositive Power: Shared Dispositive Power: |
836,114 836,114 |
1. | Springhouse Capital, LP, a Delaware limited partnership ("LP"); |
2. | Springhouse Capital LLC, a Delaware limited liability company ("LLC"); and |
3. | Brian Gaines. |
(a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
(b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
(c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
(d) | Investment company registered under section 8 of the Investment Company Act, (15 U.S.C. 80a-8); | |
(e) | An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E); | |
(f) | An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F); | |
(g) | A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G); | |
(h) | A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
(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 (15 U.S.C. 80a-3); | |
(j) | Group, in accordance with ss.240.13d-1(b)(1)(ii)(J). |
Not applicable Item 4. Ownership:Each of the Reporting Persons may be deemed the beneficially own the following (all of which are directly owned by LP): |
(a) | Amount beneficially owned: |
836,114 (Includes 272,000
shares obtainable upon conversion of shares of the Issuers Common Stock held by LP). |
|
(b) | Percent of class: |
13.0% (based on 6,161,475 shares outstanding at November 23, 2004 according to the Issuers quarterly report on Form 10-Q for the period ended October 10, 2004, plus 272,000 shares of the issuer's Common Stock held by LP). | |
(c) | Number of shares as to which such person has: |
||
(i) Sole power to vote or to direct the vote: |
0 | ||
(ii) Shared power to vote or to direct the vote: |
836,114 | ||
(iii) Sole power to dispose or to direct the disposition of: |
0 | ||
(iv) Shared power to dispose or to direct the disposition of: |
836,114 |
Item 5. Ownership of Five Percent or Less of a Class: |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. __ |
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. |
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. |
February 3, 2005 (Date) /s/ Brian Gaines Brian Gaines, Individually and as managing member of Springhouse Capital LLC, general partner of Springhouse Capital, LP (Name/Title) |