-----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, AsSnT9bG7Gfkt1/e6AflFk4Djq/xPdgPGUpBqsFPy3pEekRPc9w4hznWE3gIRpMi kjSfjLUnLqLH3zy8GtC4EA== 0000942618-08-000003.txt : 20080211 0000942618-08-000003.hdr.sgml : 20080211 20080211144538 ACCESSION NUMBER: 0000942618-08-000003 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080211 DATE AS OF CHANGE: 20080211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COMPUTER HORIZONS CORP CENTRAL INDEX KEY: 0000023019 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 132638902 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-10980 FILM NUMBER: 08592828 BUSINESS ADDRESS: STREET 1: 49 OLD BLOOMFIELD AVE CITY: MOUNTAIN LAKES STATE: NJ ZIP: 07046-1495 BUSINESS PHONE: 9732994000 MAIL ADDRESS: STREET 1: 49 0LD BLOOMFIELD AVE CITY: MOUNTAIN LAKES STATE: NJ ZIP: 07046-1495 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LOEB PARTNERS CORP CENTRAL INDEX KEY: 0000942618 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 61 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10006 MAIL ADDRESS: STREET 1: 61 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10006 SC 13G 1 f07-12_3113gchrz.htm 13G

 


UNITED STATES

SECURITIES & EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No.)*

 

Computer Horizons Corp.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

205908106

(CUSIP Number)

 

Michael S. Emanuel, Esq.

c/o Loeb Partners Corporation

61 Broadway, New York, N.Y. 10006 (212) 483-7047

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

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:

x Rule 13d-1(b)

o Rule 13d-1(c)

o Rule 13d-1(d)

 

*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 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).

 


 

CUSIP No.

205908106

 

 

1. Name of Reporting Person

Loeb Partners Corporation

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

3. SEC Use Only

 

 

 

4. Source of Funds

WC, OO

 

 

5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

o

 

 

6. Citizenship or Place of Organization

Delaware

 

Number of Shares Beneficially Owned by Each Reporting Person With

 

 

7. Sole Voting Power

51,272

 

 

8. Shared Voting Power

67,805

 

 

9. Sole Dispositive Power

51,272

 

 

10. Shared Dispositive Power

67,805

 

 

11. Aggregate Amount of Beneficially Owned by Each Reporting Person

119,077

 

 

12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares

o

 

 

13. Percent of Class Represented by Amount in Row (11)

0.35%

 

 

14. Type of Reporting Person

BD, IA, CO

 

 

 

CUSIP No.

205908106

 

 

1. Name of Reporting Person

Loeb Arbitrage Fund

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

3. SEC Use Only

 

 

 

4. Source of Funds

WC, OO

 

 

5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

o

 

 

6. Citizenship or Place of Organization

New York

 

Number of Shares Beneficially Owned by Each Reporting Person With

 

 

7. Sole Voting Power

1,247,317

 

 

8. Shared Voting Power

-0-

 

 

9. Sole Dispositive Power

1,247,317

 

 

10. Shared Dispositive Power

-0-

 

 

11. Aggregate Amount of Beneficially Owned by Each Reporting Person

1,247,317

 

 

12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares

o

 

 

13. Percent of Class Represented by Amount in Row (11)

3.7%

 

 

14. Type of Reporting Person

PN

 

 

 

CUSIP No.

205908106

 

 

1. Name of Reporting Person

Loeb Offshore Fund Ltd.

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

3. SEC Use Only

 

 

 

4. Source of Funds

WC, OO

 

 

5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

o

 

 

6. Citizenship or Place of Organization

Cayman Islands

 

Number of Shares Beneficially Owned by Each Reporting Person With

 

 

7. Sole Voting Power

304,982

 

 

8. Shared Voting Power

-0-

 

 

9. Sole Dispositive Power

304,982

 

 

10. Shared Dispositive Power

-0-

 

 

11. Aggregate Amount of Beneficially Owned by Each Reporting Person

304,982

 

 

12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares

o

 

 

13. Percent of Class Represented by Amount in Row (11)

0.90%

 

 

14. Type of Reporting Person

CO

 

 

 

CUSIP No.

205908106

 

 

1. Name of Reporting Person

Loeb Arbitrage B Fund LP

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

3. SEC Use Only

 

 

 

4. Source of Funds

WC, OO

 

 

5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

o

 

 

6. Citizenship or Place of Organization

Delaware

 

Number of Shares Beneficially Owned by Each Reporting Person With

 

 

7. Sole Voting Power

274,491

 

 

8. Shared Voting Power

-0-

 

 

9. Sole Dispositive Power

274,491

 

 

10. Shared Dispositive Power

-0-

 

 

11. Aggregate Amount of Beneficially Owned by Each Reporting Person

274,491

 

 

12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares

o

 

 

13. Percent of Class Represented by Amount in Row (11)

0.81%

 

 

14. Type of Reporting Person

PN

 

 

 

 

CUSIP No.

205908106

 

 

1. Name of Reporting Person

Loeb Offshore B Fund Ltd.

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

3. SEC Use Only

 

 

 

4. Source of Funds

WC, OO

 

 

5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

o

 

 

6. Citizenship or Place of Organization

Cayman Islands

 

Number of Shares Beneficially Owned by Each Reporting Person With

 

 

7. Sole Voting Power

78,602

 

 

8. Shared Voting Power

-0-

 

 

9. Sole Dispositive Power

78,602

 

 

10. Shared Dispositive Power

-0-

 

 

11. Aggregate Amount of Beneficially Owned by Each Reporting Person

78,602

 

 

12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares

o

 

 

13. Percent of Class Represented by Amount in Row (11)

0.23%

 

 

14. Type of Reporting Person

CO

 

 

 

Item 1(a).

Name of Issuer

 

 

Computer Horizons Corp

 

 

Item 1(b).

Address of Issuer’s Principal Executive Offices:

 

 

49 Old Bloomfield Avenue

Mountain Lakes, New Jersey 07046-1495

 

 

Item 2(a).

Name of Person(s) Filing

 

 

Loeb Partners Corporation (“LPC”)

Loeb Arbitrage Fund (“LAF”)

Loeb Offshore Fund Ltd. (“LOF”)

Loeb Arbitrage B Fund LP (“LAFB”)

Loeb Offshore B Fund Ltd. (“LOFB”)

 

 

Item 2(b).

Address of Principal Business Office

 

 

All filing person(s) and associated investment advisors referenced herein are located at:

61 Broadway, 24th Floor

New York, NY 10006

 

 

Item 2(c)

Citizenship or Place of Organization

 

 

 

LPC is a corporation organized under the laws of the State of Delaware.

 

LAF is a limited partnership organized under the laws of the State of New York

 

LOF is a Cayman Islands exempted company.

 

LAFB is a limited partnership organized under the laws of the State of Delaware.

 

LOFB is a Cayman Islands exempted company.

 

 

Item 2(d).

Title of Class of Securities

 

 

 

Common Units

 

 

Item 2(e).

CUSIP Number:

 

 

 

205908106

 

 

 

 

Item 3.

If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person is filing a:

 

(a) o A broker or dealer under Section 15 of the 1934 Act

(b) o A bank as defined in Section 3(a)(6) of the 1934 Act

© o An insurance company as defined in Section 3(a) (19) of the 1934 Act

(d) o An investment company registered under Section 8 of the Investment Company Act of 1940

(e) o An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E)

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

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

(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act

(i) o A church plan that is excluded from the definition of Investment Company under Section 3©(14) of the Investment Company Act of 1940

(j) x A group, in accordance with Rule 13d-1(b)(1)(ii)(J)

 

 

 

 

Item 4.

Ownership

 

 

(a)

Amount Beneficially Owned:

 

 

 

See Item 9 of cover pages.

 

 

(b)

Percent of Class:

 

 

 

See Item 11 of cover pages.

 

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

sole power to vote or to direct the vote

 

(ii)

shared power to vote or to direct the vote

 

(iii)

sole power to dispose or to direct the disposition

 

(iv)

shared power to dispose or to direct the disposition

 

 

 

 

See Items 5-8 of cover pages.

 

 

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 o.

 

 

 

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

 

 

Not Applicable.

 

 

Item 7.

Identification and Classification of the Subsidiary which Acquired the Security being Reported on by the Parent Holding Company or Control Person

 

 

 

Not Applicable.

 

 

Item 8.

Identification and Classification of Members of the Group

 

 

 

LPC is a registered broker/dealer and a registered investment adviser.  LPC may invest on behalf of itself and clients for which it has investment discretion.

 

LAF’s general partner is Loeb Arbitrage Management, Inc., (“LAM”), a Delaware corporation, and a registered investment advisor.   

 

LOF’s registered investment advisor is Loeb Offshore Management, LLC (“LOM”), a Delaware limited liability company.

 

LAFB’s investment advisor is LAM.

 

LOFB’s investment advisor is LOM.

 

 

Item 9.

Notice of Dissolution of Group

 

 

 

Not applicable.

 

 

Item 10.

Certification

 

 

o

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

 

x

By signing below I hereby 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.

 

 

 

LOEB PARTNERS CORPORATION

 

 

 

 

 

 

Date: February 11, 2008

By:

/s/ Michael S. Emanuel

 

 

Michael S. Emanuel

 

 

Senior Vice President

 

 

 

 

 

LOEB ARBITRAGE FUND

 

 

By: LOEB ARBITRAGE MANAGEMENT, INC., G.P.

 

 

 

 

 

 

Date: February 11, 2008

By:

/s/ Michael S. Emanuel

 

 

Michael S. Emanuel

 

 

Vice President

 

 

 

 

 

LOEB OFFSHORE FUND LTD.

 

 

 

 

 

 

Date: February 11, 2008

By:

/s/ Michael S. Emanuel

 

 

Michael S. Emanuel

 

 

Vice President

 

 

 

 

 

LOEB ARBITRAGE B FUND LP

 

 

By: LOEB ARBITRAGE B MANAGEMENT, LLC, G.P.

 

 

 

 

 

 

Date: February 11, 2008

By:

/s/ Michael S. Emanuel

 

 

Michael S. Emanuel

 

 

Vice President

 

 

 

 

 

LOEB OFFSHORE B FUND LTD.

 

 

 

 

 

 

 

 

 

Date: February 11, 2008

By:

/s/ Michael S. Emanuel

 

 

Michael S. Emanuel

 

 

Vice President

 

 

 

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