SC 13D/A 1 brt13daatlantic0319094.txt Securities and Exchange Commission Washington, D.C. 20549 Amendment No. 3 to SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Atlantic Liberty Financial Corp. ------------------------------------------------------------------------------ (Name of Issuer) Common Stock, $0.10 par value per share ------------------------------------------------------------------------------ (Title of Class of Securities) 048668107 ------------------------------------------------------------------------------ (CUSIP Number) Simeon Brinberg 60 Cutter Mill Road, Great Neck, New York 11021 516-466-3100 ------------------------------------------------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) ------------------------------------------------------------------------------ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule l3G to report the acquisition that is the subject of this Schedule l3D, and is filing this schedule because of Rule l3d-l(e), 13d-1 (f) or 13d-1(g), check the following box / /. Page 1 of 5 Pages Page 2 of 5 Pages Cusip No. 048668107 ----------------------------------------------------------------- l. NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BRT Realty Trust- 13-2755856 ----------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X (b) ----------------------------------------------------------------- 3. SEC USE ONLY ----------------------------------------------------------------- 4. SOURCE OF FUNDS* WC ----------------------------------------------------------------- 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ----------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts ----------------------------------------------------------------- 7. SOLE VOTING POWER - 75,400 NUMBER OF --------------------------------------------- SHARES 8. SHARED VOTING POWER - - BENEFICIALLY --------------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 75,400 EACH --------------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - - PERSON WITH ---------------------------------------------- ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 75,400 ----------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ----------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.41% ----------------------------------------------------------------- 14. TYPE OF REPORTING PERSON* OO Page 3 of 5 Pages Cusip No. 048668107 This Amendment amends Schedule 13D dated April 2, 2003, as amended to date. Except as amended, the statements contained in the Schedule 13D remain true and correct. Item 5. Interest in Securities of the Issuer (a) BRT owns 75,400 shares of Common Stock of the Company, constituting approximately 4.41% of the 1,710,874 shares of Common Stock outstanding. Since its holding of shares of the Company is less than 5%, BRT will no longer file Schedule 13D's with respect to its ownership of shares of the Company, unless its ownership of shares of the Company shall in the future reach 5%. BRT, which owned 115,400 shares of Common Stock of the Company, has disposed of 40,000 shares owned by it in ordinary market transactions. (b) BRT has sole voting and dispositive power with respect to the shares of Common Stock it owns. Fredric H. Gould, Chairman of the Board of BRT, and Jeffrey Gould, President and Chief Executive Officer of BRT, each have shared voting and dispositive power with respect to the Common Shares owned by BRT. Page 4 of 5 Pages The following table sets forth the transactions in the Common Stock of the Company effected by BRT Realty Trust since Amendment No. 2 dated March 10, 2004. All shares were sold in open market transactions. DATE OF # OF PRICE SALE SHARES PER SHARE ---- ------ --------- 3/18/2004 40,000 19.55 Page 5 of 5 Pages 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. Dated: March 19, 2004 BRT REALTY TRUST By s/Simeon Brinberg ----------------------------- Simeon Brinberg Senior Vice President BRT REALTY TRUST 60 Cutter Mill Road, Suite 303 Great Neck, NY 11021 March 19, 2004 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: Statement on Schedule 13D - Atlantic Liberty Financial Corp. Gentlemen: There is transmitted herewith Amendment No. 3 to Schedule 13D relating to shares of common stock of Atlantic Liberty Financial Corp. The Schedule 13D is being sent today to the Company at its principal executive offices by certified mail. Very truly yours, BRT REALTY TRUST By s/Simeon Brinberg Senior Vice President Enclosure