-----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, UQy3wwYSa+gwtf28rpw1cDpyav9sOCeUAmMVPSgBLkIOITpq0u9uM1DulNLdO+FI xZ+KnmVtvIMnf+Hm7q94JA== 0000906344-98-000123.txt : 19981221 0000906344-98-000123.hdr.sgml : 19981221 ACCESSION NUMBER: 0000906344-98-000123 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981218 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: REGENT ASSISTED LIVING INC CENTRAL INDEX KEY: 0001000693 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 931171049 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-47685 FILM NUMBER: 98772200 BUSINESS ADDRESS: STREET 1: 121 SW MORRISON ST STREET 2: STE 1000 CITY: PORTLAND STATE: OR ZIP: 97204 BUSINESS PHONE: 5032274000 MAIL ADDRESS: STREET 1: 121 SW MORRISON ST STREET 2: STE 1000 CITY: PORTLAND STATE: OR ZIP: 97204 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ASTORIA CAPITAL PARTNERS L P CENTRAL INDEX KEY: 0000889926 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 943160631 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 735 SECOND AVE CITY: SAN FRANCISCO STATE: CA ZIP: 94118 BUSINESS PHONE: 5106891201 MAIL ADDRESS: STREET 1: 735 SECOND AVE CITY: SAN FRANCISCO STATE: CA ZIP: 94118 SC 13G 1 SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 REGENT ASSISTED LIVING, INC. (Name of Issuer) Common Stock, no par value per share (Title of Class of Securities) 758949101 (CUSIP Number) November 5, 1998 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] 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 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). Page 1 of 6 CUSIP No. 758949101 SCHEDULE 13G Page 2 of 6 1 Name Of Reporting Person ASTORIA CAPITAL PARTNERS, L.P. IRS Identification No. Of Above Person 94-3160631 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [ ] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power 337,000 NUMBER OF SHARES 6 Shared Voting Power -0- BENEFICIALLY OWNED BY EACH 7 Sole Dispositive Power 337,000 REPORTING PERSON WITH 8 Shared Dispositive Power -0- 9 Aggregate Amount Beneficially Owned By Each Reporting Person 337,000 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* J 11 Percent Of Class Represented By Amount In Row 9 7.3% 12 Type Of Reporting Person* PN CUSIP No. 758949101 SCHEDULE 13G Page 3 of 6 Item 1(a). Name of Issuer. Regent Assisted Living, Inc. (the "Issuer"). Item 1(b). Address of Issuer's Principal Executive Offices. 121 S.W. Morrison Street, Suite 1000, Portland, Oregon 97204 Item 2(a). Names of Persons Filing. Astoria Capital Partners, L.P. Item 2(b). Address of Principal Business Office or, if none, Residence. The business address of Astoria Capital Partners, L.P. is 6600 SW 92nd Avenue, Portland, Oregon 97223. Item 2(c). Citizenship. Astoria Capital Partners, L.P. is a California limited partnership. Item 2(d). Title of Class of Securities. Common Stock, no par value ("Common Stock"). Item 2(e). CUSIP Number. 758949101 Item 3.If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (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). CUSIP No. 758949101 SCHEDULE 13G Page 4 of 6 (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 of 1940 (15 U.S.C. 80a-8). (e) [ ] An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); (g) [ ] A parent holding company or control person in accordance with Section 240.13d-1b)(1)(ii)(G); (h) [ ] A savings associations 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 Section 240.13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Section 240.13d-1(c), check this box. [X] Item 4.Ownership. Reference is hereby made to Items 5-9 and 11 of page two (2) of this Schedule 13G, which Items are incorporated by reference herein. Item 5.Ownership of Five Percent or Less of a Class. Not applicable. CUSIP No. 758949101 SCHEDULE 13G Page 5 of 6 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. Not applicable. Item 8.Identification and Classification of Members of the Group. Not applicable. Item 9.Notice of Dissolution of Group. Not applicable. Item 10. Certifications. By signing below, Astoria Capital Partners, L.P. certifies that, to the best of its knowledge and belief, the securities referred to above on page two (2) of this Schedule 13G 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. CUSIP No. 758949101 SCHEDULE 13G Page 6 of 6 Signature After reasonable inquiry and to the best of their respective knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: December 16, 1998 ASTORIA CAPITAL PARTNERS, L.P. /s/ Richard W. Koe _______________________________ By: Richard W. Koe Its: General Partner -----END PRIVACY-ENHANCED MESSAGE-----