-----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, N2z0G4Mn98fowkbWJ3liOfK0MDpJ1K6yiXzeasZXBZ0rTPiqnF+RzgRXkBq8XAaG MC3KBURse4jYr5G2w+f7wA== 0000950133-98-000809.txt : 19980323 0000950133-98-000809.hdr.sgml : 19980323 ACCESSION NUMBER: 0000950133-98-000809 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980319 SROS: NASD GROUP MEMBERS: EMANUEL J. FRIEDMAN GROUP MEMBERS: ERIC F. BILLINGS GROUP MEMBERS: FBR GROUP, INC. VOTING TRUST GROUP MEMBERS: FRIEDMAN BILLINGS RAMSEY GROUP INC GROUP MEMBERS: FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. GROUP MEMBERS: W. RUSSELL RAMSEY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HCB BANCSHARES INC CENTRAL INDEX KEY: 0001029740 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 621670792 STATE OF INCORPORATION: OK FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-52807 FILM NUMBER: 98569063 BUSINESS ADDRESS: STREET 1: HEARTLAND COMMUNITY BANK STREET 2: 237 JACKSON ST CITY: CAMDEN STATE: AK ZIP: 71701 BUSINESS PHONE: 5018366841 MAIL ADDRESS: STREET 1: HEARTLAND COMMUNITY BANK STREET 2: 237 JACKSON STREET CITY: CAMDEN STATE: AK ZIP: 71701 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FRIEDMAN BILLINGS RAMSEY GROUP INC CENTRAL INDEX KEY: 0001048750 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 541870350 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1001 19TH STREET N. CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 7033129744 SC 13G/A 1 AMENDMENT 1 TO SCHEDULE 13G RE: HCB BANCSHARES 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* HCB Bancshares, Inc. ------------------------------------------------------ (Name of Issuer) Common Stock ------------------------------------------------------ (Title of Class of Securities) 40413N106 ------------------------------------------------------ (CUSIP Number) Check the following box 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 no amendment subsequent thereto reporting beneficial ownership of five percent or less of such 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). (Continued on following page(s)) Page 1 of 10 Pages 2 CUSIP NO. 13G PAGE 2 OF 10 PAGES 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Friedman, Billings, Ramsey Group, Inc. 54-1837743 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Virginia 5 SOLE VOTING POWER 175,252 NUMBER OF 6 SHARED VOTING POWER SHARES 0 BENEFICIALLY OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 175,252 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 175,252 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.6% 12 TYPE OF REPORTING PERSON* HC *SEE INSTRUCTION BEFORE FILLING OUT! 3 CUSIP NO. 13G PAGE 3 OF 10 PAGES 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Friedman, Billings, Ramsey Group, Inc. Voting Trust 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Virginia 5 SOLE VOTING POWER 175,252 NUMBER OF 6 SHARED VOTING POWER SHARES 0 BENEFICIALLY OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 175,252 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 175,252 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.6% 12 TYPE OF REPORTING PERSON* 00 *SEE INSTRUCTION BEFORE FILLING OUT! 4 CUSIP NO. 13G PAGE 4 OF 10 PAGES 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Eric F. Billings 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER 0 NUMBER OF 6 SHARED VOTING POWER SHARES 175,252 BENEFICIALLY OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 0 WITH 8 SHARED DISPOSITIVE POWER 175,252 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 175,252 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.6% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTION BEFORE FILLING OUT! 5 CUSIP NO. 13G PAGE 5 OF 10 PAGES 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Emanuel J. Friedman 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER 0 NUMBER OF 6 SHARED VOTING POWER SHARES 175,252 BENEFICIALLY OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 0 WITH 8 SHARED DISPOSITIVE POWER 175,252 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 175,252 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.6% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTION BEFORE FILLING OUT! 6 CUSIP NO. 13G PAGE 6 OF 10 PAGES 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON W. Russell Ramsey 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER 0 NUMBER OF 6 SHARED VOTING POWER SHARES 175,252 BENEFICIALLY OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 0 WITH 8 SHARED DISPOSITIVE POWER 175,252 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 175,252 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.6% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTION BEFORE FILLING OUT! 7 Item 1. (a). Name of Issuer: HCB Bancshares, Inc. (b). Address of Issuer's Principal Executive Offices: 237 Jackson St. SW Camden, AR 71701-3941 Item 2. (a). Name of Person Filing: Friedman, Billings, Ramsey Group, Inc. (b). Address of Principal Business Office: 1001 19th Street North Arlington, VA 22209-1710 Page 7 of 10 Pages 8 Item 2. (c). Citizenship: Virginia (d). Title of Class of Securities: Common Stock (e). CUSIP Number: 40413N106 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act (b) [ ] Bank as defined in section 3(a)(6) of the Act (c) [ ] Insurance Company as defined in section 3(a)(19) of the Act (d) [ ] Investment Company registered under section 8 of the Investment Company Act (e) [ ] Investment Advisor registered under section 203 of the Investment Advisers Act (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see sec.240.13d-1(b)(ii)(F) (Note: See Item 7) (g) [X] Parent Holding Company, in accordance with sec.240.13d-1(b)(ii)(G). (Note: See Item 7) (h) [ ] Group, in accordance with Sec. 240.13d-1(b)(ii)(H) Item 4. Ownership. (a). Amount Beneficially Owned 175,252 as of December 31, 1997 (b). Percent of Class: 6.6% (c). Number of Shares as to which such person has: (i) sole power to vote or to direct the vote 175,252 (ii) shared power to vote or to direct the vote 0 (iii) sole power to dispose or to direct the disposition of 175,252 (iv) shared power to dispose or to direct the disposition of 0 Page 8 of 10 Pages 9 Item 5. Ownership of Five Percent or Less of a Class: Not Applicable Item 6. Ownership of More Than Five Percent on Behalf of Another Person: Not Applicable Item 7. Identification and Classification of Subsidiaries which Acquired the Security Being Reported on by the Parent Holding Company: Friedman, Billings, Ramsey Investment Management, Inc. 3(e) FBR Fund Advisers, Inc. 3(e) Friedman, Billings, Ramsey & Co., Inc. 3(a) Item 8. Identification and Classification of Members of the Group: Not Applicable Page 9 of 10 Pages 10 Item 9. Notice of Dissolution of Group: Not Applicable Item 10. Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. In accordance with Rule 13d-4 of the Securities Exchange Act of 1934, each of the persons filing this statement expressly disclaim the beneficial ownership of the securities covered by this statement and the filing of this report shall not be construed as an admission by such persons that they are the beneficial owners of such securities. 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. FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. Dated: March 17, 1998 By: /s/ EMANUEL J. FRIEDMAN ---------------------------------- Name: Emanuel J. Friedman Title: Chairman Dated: March 17, 1998 FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. VOTING TRUST By: /s/ ERIC F. BILLINGS ---------------------------------- Eric F. Billings Trustee By: /s/ EMANUEL J. FRIEDMAN ---------------------------------- Emanuel J. Friedman Trustee By: /s/ W. RUSSELL RAMSEY ---------------------------------- W. Russell Ramsey Trustee Dated: March 17, 1998 By: /s/ ERIC F. BILLINGS ---------------------------------- Eric F. Billings Dated: March 17, 1998 By: /s/ EMANUEL J. FRIEDMAN ---------------------------------- Emanuel J. Friedman Dated: March 17, 1998 By: /s/ W. RUSSELL RAMSEY ---------------------------------- W. Russell Ramsey Page 10 of 10 Pages EX-1 2 JOINT FILING AGREEMENT 1 EXHIBIT 1 JOINT FILING AGREEMENT AMONG FRIEDMAN, BILLINGS, RAMSEY GROUP, INC., FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. VOTING TRUST, ERIC F. BILLINGS, EMANUEL J. FRIEDMAN AND W. RUSSELL RAMSEY WHEREAS, in accordance with Rule 13d-1(f) under the Securities and Exchange Act of 1934 (the "Act"), only one joint statement and any amendments thereto need to be filed whenever one or more persons are required to file such a statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such statement or amendments thereto is filed on behalf of each of them; NOW, THEREFORE, the parties hereto agree as follows: FRIEDMAN, BILLINGS, RAMSEY GROUP, INC., FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. VOTING TRUST, ERIC F. BILLINGS, EMANUEL J. FRIEDMAN AND W. RUSSELL RAMSEY hereby agree, in accordance with Rule 13d-1(f) under the Act, to file a statement on Schedule 13G relating to their ownership of Common Stock of the Issuer and do hereby further agree that said statement shall be filed on behalf of each of them. FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. Dated: March 17, 1998 By: /s/ EMANUEL J. FRIEDMAN ----------------------------------- Name: Emanuel J. Friedman Title: Chairman Dated: March 17, 1998 FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. VOTING TRUST By: /s/ ERIC F. BILLINGS ---------------------------------- Eric F. Billings Trustee By: /s/ EMANUEL J. FRIEDMAN ---------------------------------- Emanuel J. Friedman Trustee By: /s/ W. RUSSELL RAMSEY ---------------------------------- W. Russell Ramsey Trustee By: /s/ ERIC F. BILLINGS Dated: March 17, 1998 ----------------------------------- Eric F. Billings By: /s/ EMANUEL J. FRIEDMAN Dated: March 17, 1998 ----------------------------------- Emanuel J. Friedman By: /s/ W. RUSSELL RAMSEY Dated: March 17, 1998 ----------------------------------- W. Russell Ramsey -----END PRIVACY-ENHANCED MESSAGE-----