Filed by Bowne Pure Compliance

0001362310-08-000909.txt : 20080214 0001362310-08-000909.hdr.sgml : 20080214 20080214123052 ACCESSION NUMBER: 0001362310-08-000909 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 GROUP MEMBERS: DORY WILEY GROUP MEMBERS: GENESIS PRINCIPAL PARTNERS, LLC GROUP MEMBERS: SERVICE CAPITAL PARTNERS, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: APPALACHIAN BANCSHARES INC CENTRAL INDEX KEY: 0001019883 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 582242407 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-53345 FILM NUMBER: 08611364 BUSINESS ADDRESS: STREET 1: 822 INDUSTRIAL BLVD CITY: ELLIJAY STATE: GA ZIP: 30540 BUSINESS PHONE: 7062768000 MAIL ADDRESS: STREET 1: 822 INDUSTRIAL BLVD CITY: ELLIJAY STATE: GA ZIP: 30540 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Service Capital Advisors, LLC CENTRAL INDEX KEY: 0001324351 IRS NUMBER: 200205782 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1700 PACIFIC AVENUE STREET 2: SUITE 2000 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214.765.1400 MAIL ADDRESS: STREET 1: 1700 PACIFIC AVENUE STREET 2: SUITE 2000 CITY: DALLAS STATE: TX ZIP: 75201 SC 13G 1 c72467sc13g.htm SCHEDULE 13G Filed by Bowne Pure Compliance


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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

APPALACHIAN BANCSHARES, INC.

(Name of Issuer)

Common Stock, $.01 par value

(Title of Class of Securities)

0001019883

(CUSIP Number)

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:

o Rule 13d-1(b)

þ 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 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.		0001019883


1	NAMES OF REPORTING PERSONS Service Capital Partners, LP


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Texas

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			345,855

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER

			345,855

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	345,855

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	6.53% of 5,294,026 shares of Common Stock outstanding based on the information taken from the Issuer’s 10-Q dated November 13, 2007**

12	TYPE OF REPORTING PERSON* (SEE INSTRUCTIONS)

	PN

*SEE INSTRUCTIONS BEFORE FILLING OUT

**SEE ITEM 4(b).

2 of 9


CUSIP No.		0001019883


1	NAMES OF REPORTING PERSONS Service Capital Advisors, LLC


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Texas

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			345,855

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER

			345,855

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	345,855

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	6.53% of 5,294,026 shares of Common Stock outstanding based on the information taken from the Issuer’s 10-Q dated November 13, 2007**

12	TYPE OF REPORTING PERSON* (SEE INSTRUCTIONS)

	OO

*SEE INSTRUCTIONS BEFORE FILLING OUT

**SEE ITEM 4(b).

3 of 9


CUSIP No.		0001019883


1	NAMES OF REPORTING PERSONS Genesis Principal Partners, LLC


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Texas

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			15,500

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER

			15,500

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	15,500

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	0.29% of 5,294,026 shares of Common Stock outstanding based on the information taken from the Issuer’s 10-Q dated November 13, 2007**

12	TYPE OF REPORTING PERSON* (SEE INSTRUCTIONS)

	OO

*SEE INSTRUCTIONS BEFORE FILLING OUT

**SEE ITEM 4(b).

4 of 9


CUSIP No.		0001019883


1	NAMES OF REPORTING PERSONS Dory Wiley


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	U.S. Citizenship

		5	SOLE VOTING POWER

NUMBER OF			0

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			361,355

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER

			361,355

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	361,355

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	6.83% of 5,294,026 shares of Common Stock outstanding based on the information taken from the Issuer’s 10-Q dated November 13, 2007**

12	TYPE OF REPORTING PERSON* (SEE INSTRUCTIONS)

	IN

*SEE INSTRUCTIONS BEFORE FILLING OUT

**SEE ITEM 4(b).

5 of 9

SCHEDULE 13G

This Schedule 13G (the “Schedule 13G”) is being filed on behalf of Service Capital Partners, LP, a Texas limited partnership (“Service Capital Partners”), Service Capital Advisors, LLC, a Texas limited liability company acting as the general partner of Service Capital Partners (“Service Capital Advisors”), Genesis Principal Partners, LLC (“Genesis Principal Partners”) and Dory Wiley, the principal of each of Service Capital Advisors and Genesis Principal Partners.

This Schedule 13G relates to the common stock, $.01 par value (the “Common Stock”), of Appalachian Bancshares, Inc. (the “Issuer”), purchased by 1) Service Capital Partners for the accounts of Service Equity Partners, LP and Service Equity Partners (QP), LP, Texas limited partnerships, for both of which Service Capital Partners is the general partner, and; 2) Genesis Principal Partners for the account of Genesis Bank Fund, LP, a Texas limited partnership.

Item 1(a) Name of Issuer.

Appalachian Bancshares, Inc.

Item 1(b) Address of Issuer’s Principal Executive Offices.

822 Industrial Boulevard
Ellijay, Georgia 30540

Item 2(a) Name of Person Filing.

Service Capital Partners, Service Capital Advisors, Genesis Principal Partners, and Dory Wiley

Item 2(b) Address of Principal Business Office.

1700 Pacific Avenue, Suite 2020
Dallas, Texas 75201

Item 2(c) Citizenship.

Service Capital Partners is a Texas limited partnership, Service Capital Advisors is a Texas limited liability company, Genesis Principal Partners is a Texas limited liability company, and Dory Wiley is the principal of each Service Capital Advisors and Genesis Principal Partners and is a United States citizen.

Item 2(d) Title of Class of Securities.

Common Stock

6 of 9

Item 2(e) CUSIP Number.

0001019883


Item 3		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Inapplicable.

Item 4 Ownership.


(a) Amount beneficially owned:	361,355

(b) Percent of class:	6.83	% ¹

(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	361,355
(iii) Sole power to dispose or to direct disposition of	0
(iv) Shared power to dispose or to direct disposition of	361,355


¹		6.83% of 5,294,026 shares of Common Stock outstanding based on the information taken from the Issuer’s 10-Q dated November 13, 2007**.

Service Equity Partners, LP, Service Equity Partners (QP), LP, and Genesis Bank Fund, LP are the record owners, in aggregate, of the shares of the security being reported. Service Capital Partners is the general partner of each of Service Equity Partners, LP and Service Equity Partners (QP), LP. Service Capital Advisors is the general partner of Service Capital Partners. Genesis Principal Partners is the general partner of Genesis Bank Fund, LP. Dory Wiley is the principal of each of Service Capital Advisors and Genesis Principal Partners. Therefore, Service Capital Partners, Service Capital Advisors, Genesis Principal Partners, and Dory Wiley indirectly have the power to vote and dispose of the shares being reported, and accordingly, may be deemed the beneficial owners of such shares. The filing of this Schedule 13G shall not be construed as an admission by any of the Reporting Persons, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as to the beneficial ownership of any of the 361,355 shares Common Stock owned by Service Equity Partners, LP, Service Equity Partners (QP), LP, and Genesis Bank Fund, LP.

Item 5 Ownership of Five Percent or Less of a Class.

Inapplicable.

Item 6 Ownership of More Than Five Percent on Behalf of Another Person.

Inapplicable.

7 of 9


Item 7		Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

Inapplicable.

Item 8 Identification and Classification of Members of the Group.

Inapplicable.

Item 9 Notice of Dissolution of Group.

Inapplicable.

Item 10 Certification.

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.

8 of 9

Exhibits Exhibit 1

Joint Filing Agreement dated February 14, 2008 among Service Capital Partners, Service Capital Advisors, Genesis Principal Partners, and Dory Wiley.

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.

Date: February 14, 2008


	SERVICE CAPITAL PARTNERS, LP Service Capital Advisors, LLC, its general partner
	By:	/s/ Dory Wiley
		Dory Wiley, Managing Member

	SERVICE CAPITAL ADVISORS, LLC
	By:	/s/ Dory Wiley
		Dory Wiley, Managing Member

	GENESIS PRINCIPAL PARTNERS, LLC
	By:	/s/ Dory Wiley
		Dory Wiley, Managing Member


		/s/ Dory Wiley
		Dory Wiley

9 of 9

EX-1 2 c72467exv1.htm EXHIBIT 1 Filed by Bowne Pure Compliance

EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Shares of Common Stock, $.01 value, of Appalachian Bancshares, Inc., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of February 14, 2008.


	SERVICE CAPITAL PARTNERS, LP Service Capital Advisors, LLC, its general partner
	By:	/s/ Dory Wiley
		Dory Wiley, Managing Member

	SERVICE CAPITAL ADVISORS, LLC
	By:	/s/ Dory Wiley
		Dory Wiley, Managing Member

	GENESIS PRINCIPAL PARTNERS, LLC
	By:	/s/ Dory Wiley
		Dory Wiley, Managing Member


	/s/ Dory Wiley
	Dory Wiley