-----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, GgmU9PTBjvmGYHUY2z+58UDsXMYiFh8PCB+cKzcdkF/9kyFgLu9jkpTIfcxN6w38 uSY/Wraq3wB7Lo3M4u/+MQ== 0000919574-96-000508.txt : 19960613 0000919574-96-000508.hdr.sgml : 19960613 ACCESSION NUMBER: 0000919574-96-000508 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960610 SROS: AMEX SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SC BANCORP CENTRAL INDEX KEY: 0000351617 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 953585586 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42279 FILM NUMBER: 96579075 BUSINESS ADDRESS: STREET 1: 3800 EAST LAPALMA AVENUE CITY: ANAHEIM STATE: CA ZIP: 92807 BUSINESS PHONE: 7142288200 MAIL ADDRESS: STREET 1: 3800 EAST LAPALM AVENUE CITY: ANAHEIM STATE: CA ZIP: 92807 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BASSWOOD PARTNERS L P ET AL CENTRAL INDEX KEY: 0000942793 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 52 FOREST AVENUE CITY: PARAMUS STATE: NJ ZIP: 07652 MAIL ADDRESS: STREET 1: 52 FOREST AVENUE STREET 2: P O BOX 1549 CITY: PARAMUS STATE: NJ ZIP: 07653 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No.: 2 Name of Issuer: SC Bancorp Title of Class of Securities: Common Stock, no par value CUSIP Number: 783 880 107 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) Bennett Lindenbaum, c/o Basswood Partners, 52 Forest Avenue, Paramus, NJ 07652; (201) 843-3644 (Date of Event which Requires Filing of this Statement) June 3, 1996 If the filing person has previously filed a statement on Schedule 13G to report the 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 [ ]. Check the following line if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of class. See Rule 13d-7). *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 the disclosures provided in a prior cover page. 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). CUSIP No. 783880107 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Basswood Partners, L.P. 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 713,209 9. Sole Dispositive Power: 10. Shared Dispositive Power: 713,209 11. Aggregate Amount Beneficially Owned by Each Reporting Person 713,209 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 2 13. Percent of Class Represented by Amount in Row (11) 9.5% 14. Type of Reporting Person PN 3 CUSIP No. 783880107 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Matthew Lindenbaum ###-##-#### 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization U.S.A. Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 713,209 9. Sole Dispositive Power: 10. Shared Dispositive Power: 713,209 11. Aggregate Amount Beneficially Owned by Each Reporting Person 713,209 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 4 13. Percent of Class Represented by Amount in Row (11) 9.5% 14. Type of Reporting Person IN 5 CUSIP No. 783880107 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Bennett Lindenbaum ###-##-#### 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization U.S.A. Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 713,209 9. Sole Dispositive Power: 10. Shared Dispositive Power: 713,209 11. Aggregate Amount Beneficially Owned by Each Reporting Person 713,209 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 6 13. Percent of Class Represented by Amount in Row (11) 9.5% 14. Type of Reporting Person IN 7 The reason for the filing of this Amendment No. 2 to the previously filed Schedule 13D is to amend the disclosure in Item 4, Purpose of Transaction, and to reflect that the actual number of shares of Common Stock in SC Bancorp deemed to be beneficially owned by Basswood Partners, L.P. and Matthew and Bennett Lindenbaum is 713,209. Item 1. Security and Issuer. No change. Item 2. Identity and Background. This statement is being filed on behalf of Basswood Partners, L.P. ("Basswood"), a Delaware limited partnership, and Matthew and Bennett Lindenbaum, the sole principals of Basswood Management, Inc., Basswood's general partner. Basswood's principal office is at 52 Forest Avenue, Paramus, NJ 07652. Basswood is the general partner of Basswood Financial Partners, L.P. ("the Partnership"), and advises Basswood International Fund, Inc., a Cayman Islands exempted company. Matthew and Bennett Lindenbaum also have investment discretion over certain managed accounts which may acquire shares of Common Stock in SC Bancorp from time to time. Neither Matthew Lindenbaum nor Bennett Lindenbaum have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). Neither Matthew Lindenbaum nor Bennett Lindenbaum have, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws. Matthew Lindenbaum and Bennett Lindenbaum are citizens of the United States of America. Item 3. Source and Amount of Funds or Other Consideration. As of the date hereof, Basswood, Matthew Lindenbaum and Bennett Lindenbaum are deemed to beneficially own 713,209 shares of Common Stock (the "Shares"), no par value, in SC Bancorp. All 713,209 Shares are held by the Partnership or by Basswood International Fund, Inc. over which Basswood, Matthew Lindenbaum and Bennett Lindenbaum have investment discretion. The Shares were purchased in open market transactions at an aggregate 8 cost of $3,846,472. The funds for the purchase of the Shares held in the Partnership and Basswood International Fund, Inc. over which Basswood, Matthew Lindenbaum and Bennett Lindenbaum have investment discretion have come from the Partnership's and Basswood International Fund, Inc.'s working capital. The Partnership's and Basswood International Fund, Inc.'s working capital includes the proceeds of margin loans entered into in the ordinary course of business with Goldman, Sachs & Co., such loans being secured by the securities owned by it. Item 4. Purpose of Transaction. The Shares beneficially owned by Basswood, Matthew Lindenbaum and Bennett Lindenbaum were acquired for, and are being held for, investment purposes Matthew Lindenbaum and Bennett Lindenbaum are speaking with other shareholders of SC Bancorp and other parties in order to discuss methods of enhancing shareholder value. However, Basswood, Matthew Lindenbaum and Bennett Lindenbaum have no plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the instructions to Schedule 13D. Item 5. Interest in Securities of Issuer. As of the date hereof, Basswood, Matthew Lindenbaum and Bennett Lindenbaum are deemed to be the beneficial owners of 713,209 Shares. Based on information received from SC Bancorp, at April 30, 1996 there were believed to be 7,472,805 Shares outstanding. Therefore, Basswood, Matthew Lindenbaum and Bennett Lindenbaum beneficially own 9.5% of the outstanding Shares. Basswood, Matthew Lindenbaum and Bennett Lindenbaum have the power to vote, direct the vote, dispose of or direct the disposition of all the Shares that they are deemed to beneficially own. There were no transactions in the Shares effected by Basswood or Matthew or Bennett Lindenbaum during the past sixty days. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. No change. 9 Item 7. Material to be Filed as Exhibits. An agreement relating to the filing of a joint statement as required by Rule 13d-1(f) under the Securities Exchange Act of 1934 is filed herewith as Exhibit A. 10 Signature The undersigned, after reasonable inquiry and to the best of their knowledge and belief, certify that the information set forth in this statement is true, complete and correct. BASSWOOD PARTNERS, L.P. By: Basswood Management, Inc., its General Partner By: /s/ Matthew Lindenbaum _____________________________ Matthew Lindenbaum, President /s/ Matthew Lindenbaum _________________________________ Matthew Lindenbaum /s/ Bennett Lindenbaum _________________________________ Bennett Lindenbaum June 10, 1996 11 Exhibit A AGREEMENT The undersigned agree that this Schedule 13D dated June 10, 1996 relating to the Common Stock of SC Bancorp shall be filed on behalf of the undersigned. BASSWOOD PARTNERS, L.P. By: Basswood Management, Inc., its General Partner By: /s/ Matthew Lindenbaum _____________________________ Matthew Lindenbaum, President /s/ Matthew Lindenbaum _________________________________ Matthew Lindenbaum /s/ Bennett Lindenbaum _________________________________ Bennett Lindenbaum 00705003.AD6 -----END PRIVACY-ENHANCED MESSAGE-----