-----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, G5eJQCmeHW5bFMj7dCl3cq7/L+uqDM+C7aDNTGt2ho7+R6VwqXNwW/5seZi+7XrF CzHR9QsOQd3DRg7dxJqy2g== 0000868824-99-000003.txt : 19990112 0000868824-99-000003.hdr.sgml : 19990112 ACCESSION NUMBER: 0000868824-99-000003 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990111 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AEROCENTURY CORP CENTRAL INDEX KEY: 0001036848 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 943263974 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-52409 FILM NUMBER: 99504165 BUSINESS ADDRESS: STREET 1: 1440 CHAPIN AVE STE 310 CITY: BURLINGAME STATE: CA ZIP: 94010 BUSINESS PHONE: 6503401888 MAIL ADDRESS: STREET 1: 1440 CHAPIN AVENUE SUITE 310 CITY: BURLINGAME STATE: CA ZIP: 94010 FORMER COMPANY: FORMER CONFORMED NAME: AEROMAX INC DATE OF NAME CHANGE: 19970331 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PINE CAPITAL MANAGEMENT INC /CA/ /ADV CENTRAL INDEX KEY: 0000868824 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 943146402 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 353 SACARMENTO ST 10TH FL CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4153627111 MAIL ADDRESS: STREET 1: 353 SACRAMENTO ST., 10TH FL CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER COMPANY: FORMER CONFORMED NAME: PINE CAPITAL MANAGEMENT INC /CA/ /ADV DATE OF NAME CHANGE: 19980408 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. _____)* AEROCENTURY CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 007737109 (CUSIP Number) 12/31/98 (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) [ ] 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 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). 1. NAME OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS PINE CAPITAL MANAGEMENT, INC. 94-3146402 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION 353 SACRAMENTO ST., 10TH FLR. SAN FRANCISCO, CA 94111 5. SOLE VOTING POWER 0 shares 6. SHARED VOTING POWER 0 shares 7. SOLE DISPOSITIVE POWER 190,700 shares 8. SHARED DISPOSITIVE POWER 0 shares 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 190,700 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11.87% 12. TYPE OF REPORTING PERSON IA 1. NAME OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS HOEFER & ARNETT INCORPORATED 94-2831518 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. CITZENSHIP OR PLACE OF ORGANIZATION 353 SACRAMENTO ST., 10TH FLR. SAN FRANCISCO, CA 94111 5. SOLE VOTING POWER 0 shares 6. SHARED VOTING POWER 0 shares 7. SOLE DISPOSITIVE POWER 2,000 shares 8. SHARED DISPOSITIVE POWER 0 shares 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,000 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) .12% 12. TYPE OF REPORTING PERSON BD This Schedule 13G, dated January 11, 1999, of Pine Capital Management Incorporated and Hoefer & Arnett, Incorporated relates to the shares of Common Stock of AeroCentury Corp. Item 1(a). Name of Issuer: Aerocentury Corp. Item 1(b). Address of Issuer's Principal Executive Offices: 1440 Chapin Ave., Suite 310, Burlingame, CA 94010 Item 2(a). Name of Person Filing: (a) Pine Capital Management, Inc. (b) Hoefer & Arnett Incorporated Item 2(b). Address of Principal Business Offices or, if none, Residence: (a) 353 Sacramento St., 10th Fl., San Francisco, CA 94111 (b) 353 Sacramento St., 10th Fl., San Francisco, CA 94111 Item 2(c). Citizenship: Not applicable Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 007737109 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: (a) [X] Broker or dealer registered under Section 15 of the Securities Exchange of 1934 (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 of 1940. (e) [X] An investment advisor in accordance with 240.13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (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. (j) [ ] Group, in accordance with 240.13d- 1(b)(1)(ii)(J). See Item 6. If this statement is filed pursuant to 240.13d-1(c), check this box [ ]. Item 4. Ownership: (a) Amount beneficially owned: 192,700 shares (b) Percent of class: 12% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 shares (ii) Shared power to vote or to direct the vote: 0 shares (iii) Sole power to dispose or to direct the disposition of: 192,700 shares (iv) Shared power to dispose or direct the disposition of: 0 shares 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 The securities as to which this Schedule 13G is filed by Pine Capital Management Incorporated, in its capacity as investment advisor, and Hoefer & Arnett, Incorporated, in its capacity as broker, are held for the accounts of clients of Pine Capital Management Incorporated and Hoefer & Arnett Incorporated. Pine Capital Management Incorporated holds such shares in a fiduciary capacity. Clients of Pine Capital Management Incorporated and Hoefer & Arnett Incorporated have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, such securities. No such client is known to have such right or power with respect to more than five percent of this class of securities. Hoefer & Arnett Incorporated does not have the power to vote, or to direct the voting of, such securities held by it in its capacity as broker. Pine Capital Management Incorporated and Hoefer & Arnett Incorporated are "affiliates" within the meaning of 17 C.F.R. 240.12b-2. 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. Certification 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 held for the purpose of or with the effect of changing or influencing the control of the issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having such purposes 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. PINE CAPITAL MANAGEMENT INCORPORATED Date: January 9, 1999 By: /s/ Kevin Daly Kevin Daly, Secretary HOEFER & ARNETT INCORPORATED Date: January 9, 1999 By: /s/ Philip Economopoulos Philip Economopoulos, Secretary JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13G and all amendments to such statement and that such statement and all amendments to such statement is made on behalf of each of them. IN WITNESS WHEREOF, the undersigned hereby execute this agreement this 9th day of January, 1999. PINE CAPITAL MANAGEMENT INCORPORATED Date: January 9, 1999 By: /s/ Kevin Daly Kevin Daly, President HOEFER & ARNETT INCORPORATED Date: January 9, 1999 By: /s/ Philip Economopoulos Philip Economopoulos, Secretary Cusip No. 007737109 SCHEDULE 13G Page 3 of 8 -----END PRIVACY-ENHANCED MESSAGE-----