-----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, KXuWT7OhcQ80bsTRzluzMAFMBtSiiuhyhoYsu3YBtqh+pcXWIHwa/KjYCB7bXDcj oHLe5oZaslXwxGzSW46Lig== 0001169232-08-002466.txt : 20080701 0001169232-08-002466.hdr.sgml : 20080701 20080630182959 ACCESSION NUMBER: 0001169232-08-002466 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080701 DATE AS OF CHANGE: 20080630 GROUP MEMBERS: JONATHAN WOOD GROUP MEMBERS: SRM GLOBAL FUND GENERAL PARTNER LIMITED GROUP MEMBERS: SRM GLOBAL MASTER FUND LIMITED PARTNERSHIP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COUNTRYWIDE FINANCIAL CORP CENTRAL INDEX KEY: 0000025191 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 132641992 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34275 FILM NUMBER: 08927202 BUSINESS ADDRESS: STREET 1: 4500 PARK GRANADA BLVD CITY: CALABASAS STATE: CA ZIP: 91302 BUSINESS PHONE: 8182253000 MAIL ADDRESS: STREET 1: 4500 PARK GRANADA BLVD CITY: CALABASAS STATE: CA ZIP: 91302 FORMER COMPANY: FORMER CONFORMED NAME: COUNTRYWIDE CREDIT INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SRM Fund Management (Cayman) LTD CENTRAL INDEX KEY: 0001379285 IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: PO BOX 309 GT, UGLAND HOUSE STREET 2: SOUTH CHURCH STREET CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: ---------- BUSINESS PHONE: 377-97-97-79-33 MAIL ADDRESS: STREET 1: PO BOX 309 GT, UGLAND HOUSE STREET 2: SOUTH CHURCH STREET CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: ---------- SC 13D/A 1 d74484_13da.htm

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, DC 20549

 

SCHEDULE 13D/A

 

(RULE 13D-101)

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(a) AND

 

AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(a)

 

(Amendment No. 3)


 

COUNTRYWIDE FINANCIAL CORP

(Name of Issuer)

 

 

Common Stock

(Title of Class of Securities)

 

 

222372104

(CUSIP Number)

 

 

Christopher F. Schultz, Esq.

Porzio Bromberg & Newman, P.C.

156 West 56th Street

New York, NY 10019

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

 

 

June 25, 2008

(Date of Event Which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s. 240.13d-7 for other parties to whom copies are to be sent.

 

1215349

 

 

o

 

 

 

 

 

CUSIP NO. 222372104

 

13D

 

PAGE 2 OF 9 PAGES

 

 

 

 

 

 

 

1

 

NAMES OF REPORTING PERSONS
SRM GLOBAL FUND GENERAL PARTNER LIMITED

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) 

 

(a)(b)

o
o

3

 

SEC USE ONLY

 

 

 

4

 

SOURCE OF FUNDS (see instructions)

00

 

 

5

 

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

o

6

 

CITIZENSHIP OR PLACE OF ORGANIZATION

CAYMAN ISLANDS

 

 

 

 

 

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

7 SOLE VOTING POWER

0

 

8 SHARED VOTING POWER

14,235,000

 

9 SOLE DISPOSITIVE POWER

0

 

10 SHARED DISPOSITIVE POWER

14,235,000

 

 

 

 

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14,235,000

 

 

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

o

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

2.44%

 

 

14

 

TYPE OF REPORTING PERSON (see instructions)

CO

 

 

 

 

1215349

 

 

 

 

 

 

 

 

CUSIP NO. 222372104

 

13D

 

PAGE 3 OF 9 PAGES

 

 

 

 

 

 

 

1

 

NAMES OF REPORTING PERSONS

SRM GLOBAL MASTER FUND LIMITED PARTNERSHIP

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)(b)

 o
o

3

 

SEC USE ONLY

 

 

 

4

 

SOURCE OF FUNDS (see instructions)

WC

 

 

5

 

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

o

6

 

CITIZENSHIP OR PLACE OF ORGANIZATION

CAYMAN ISLANDS

 

 

 

 

 

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

7 SOLE VOTING POWER

0

 

8 SHARED VOTING POWER

14,235,000

 

9 SOLE DISPOSITIVE POWER

0

 

10 SHARED DISPOSITIVE POWER

14,235,000

 

 

 

 

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14,235,000

 

 

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

o

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

2.44%

 

 

14

 

TYPE OF REPORTING PERSON (see instructions)

PN

 

 

 

 

1215349

 

 

 


 

 

 

 

 

CUSIP NO. 222372104

 

13D

 

PAGE 4 OF 9 PAGES

 

 

 

 

 

 

 

1

 

NAMES OF REPORTING PERSONS

SRM FUND MANAGEMENT (CAYMAN) LIMITED

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)(b)

 o
o

3

 

SEC USE ONLY

 

 

 

4

 

SOURCE OF FUNDS (see instructions)

00

 

 

5

 

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

o

6

 

CITIZENSHIP OR PLACE OF ORGANIZATION

CAYMAN ISLANDS

 

 

 

 

 

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

7 SOLE VOTING POWER

0

 

8 SHARED VOTING POWER

14,235,000

 

9 SOLE DISPOSITIVE POWER

0

 

10 SHARED DISPOSITIVE POWER

14,235,000

 

 

 

 

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14,235,000

 

 

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

o

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

2.44%

 

 

14

 

TYPE OF REPORTING PERSON (see instructions)

CO

 

 

 

 

1215349

 

 

 


 

 

 

 

 

CUSIP NO. 222372104

 

13D

 

PAGE 5 OF 9 PAGES

 

 

 

 

 

 

 

1

 

NAMES OF REPORTING PERSONS

JONATHAN WOOD

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)(b)

 o
o

3

 

SEC USE ONLY

 

 

 

4

 

SOURCE OF FUNDS (see instructions)

00

 

 

5

 

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 

o

6

 

CITIZENSHIP OR PLACE OF ORGANIZATION

UNITED KINGDOM

 

 

 

 

 

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

7 SOLE VOTING POWER

0

 

8 SHARED VOTING POWER

14,235,000

 

9 SOLE DISPOSITIVE POWER

0

 

10 SHARED DISPOSITIVE POWER

14,235,000

 

 

 

 

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14,235,000

 

 

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)

 

o

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

2.44%

 

 

14

 

TYPE OF REPORTING PERSON (see instructions)

IN

 

 

 

 

1215349

 

 

 


The following items amend the information included in the Schedule 13D filed January 31, 2008 (as amended by Amendment No. 1 to Schedule 13D filed February 13, 2008, and Amendment No. 2 to Schedule 13D filed April 16, 2008, the “Prior Schedule 13D”), filed by (i) SRM Global Master Fund Limited Partnership (the “Master Fund”), an exempted limited partnership established in the Cayman Islands, which is principally engaged in making investments in a broad range of assets; (ii) SRM Global Fund General Partner Limited (the “General Partner”), an exempted company incorporated with limited liability in the Cayman Islands, which is principally engaged in the business of serving as the general partner of the Master Fund, (iii) SRM Fund Management (Cayman) Limited (the “Investment Manager”), an exempted company incorporated with limited liability in the Cayman Islands, which is principally engaged in the business of serving as the investment manager of the Master Fund with respect to the assets directly owned by the Master Fund and the Master Fund’s day-to-day operation; and (iv) Jonathan Wood, a director and principal of the Investment Manager (“Mr. Wood”; each, a “Reporting Person” and, collectively, the “Reporting Persons”), with respect to Countrywide Financial Corporation, a Delaware corporation (the “Issuer”). Certain capitalized terms used below and not defined have the meanings given them in the Prior Schedule 13D.

 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

 

Item 5 is hereby amended by adding the following:

 

Since the date of Amendment No. 2, the Master Fund has made open market sales of the Issuer’s common stock. As of June 27, 2008, the Master Fund directly beneficially owned 14,235,000 shares representing 2.44% of the outstanding common stock of the Issuer based on the total outstanding shares of common stock disclosed by the Issuer as of May 12, 2008. As disclosed in the Prior Schedule 13D, the Master Fund may continue to acquire or dispose common stock of the Issuer.

 

The General Partner is the general partner of the Master Fund and, accordingly, the General Partner has the power to cause the Master Fund to vote or to dispose of securities which that entity beneficially owns. The Investment Manager is the investment manager of the Master Fund and, accordingly, has the power to cause the Master Fund to vote or to dispose of securities which that entity beneficially owns. Mr. Wood, as a director and principal of the Investment Manager, has the power to direct the voting or the disposition of the Shares. Therefore, for the purposes of Sections 13(d) and 13(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations promulgated thereunder, the Reporting Persons may be deemed to have shared voting and dispositive power over a total of 14,235,000 Shares.

 

No person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares.

 

The filing of this Schedule 13D shall not be construed as an admission that the Reporting Persons are, for purposes of Sections 13(d) or 13(g) of the Exchange Act, the beneficial owner of any securities covered by this Schedule 13D.

 

 

A list of transactions during the past 60 days relating to the Issuer’s securities is attached as Exhibit 1 hereto.

 

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.

 

 

 

Exhibit

Number

 

Description

1

 

Transactions in Issuer’s Securities During Last 60 Days

 

1215349

 

 


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.

 

 

 

 

June 27, 2008

(Date)

 

/s/ Philip Price

(Signature)

Name:

 

Philip Price

Title:

 

Authorized Signatory

 

 

1215349

 

 


INDEX TO EXHIBITS

 

 

 

 

 

Exhibit

Number

 

Description

1

 

Transactions in Issuer’s Securities During Last 60 Days

 

1215349

 

 

 

EXHIBIT 1

 

Transactions in the Issuer’s Common Stock during the past 60 days. All sales were by the Master Fund in open market transactions.

 

 

 

 

 

 

Date

 

Quantity Sold

 

Price

24-Jun-08

 

7,500,000

 

4.5412

25-Jun-08

 

7,006,600

 

4.7701

26-Jun-08

 

12,745,924

 

4.3547

27-Jun-08

 

9,730,000

 

4.3856

 

 

 

 

 

 

 

 

1215349

 

 

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