-----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, Cymr9hn2jGUeUgCynyRvvDiOEV6MLNoGN4axiV4Eb1dfp3UgANFc2yhHUj22+ysz 1y9P9IPIZPONoVx/LU/DAA== 0000889812-97-000339.txt : 19970211 0000889812-97-000339.hdr.sgml : 19970211 ACCESSION NUMBER: 0000889812-97-000339 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970207 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY BANCORP INC CENTRAL INDEX KEY: 0000812348 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 042498617 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-48573 FILM NUMBER: 97519850 BUSINESS ADDRESS: STREET 1: 400 MYSTIC AVENUE CITY: MEDFORD STATE: MA ZIP: 01887 BUSINESS PHONE: 6173934606 MAIL ADDRESS: STREET 1: 400 MYSTIC AVE CITY: MEDFORD STATE: MA ZIP: 01887 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KEEFE MANAGERS INC/NY CENTRAL INDEX KEY: 0000898339 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133610107 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 375 PARK AVE STREET 2: 31ST FL CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 2127542000 MAIL ADDRESS: STREET 1: 375 PARK AVE STREET 2: 31ST FL CITY: NEW YORK STATE: NY ZIP: 10152 SC 13G 1 STATEMENT OF BENEFICIAL OWNERSHIP OMB APPROVAL ----------------------------- OMB Number: 3235-0145 Expires: December 31, 1997 Estimated average burden hours per response......14.90 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Century Bancorp, Inc. - ------------------------------------------------------------------------------- (Name of Issuer) Class A Common Stock - ------------------------------------------------------------------------------- (Title of Class of Securities) 156432106 - ------------------------------------------------------------------------------- (CUSIP Number) *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 on 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. 156432106 1 NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Keefe Managers, Inc. 13-361-0107 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER 198,900* NUMBER OF 6 SHARED VOTING POWER SHARES BENEFICIALLY 0 OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING PERSON 198,900* WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 198,900* 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) |_| 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.9%* 12 TYPE OF REPORTING PERSON (See Instructions) IA,CO Item 1. (a) Name of Issuer: Century Bancorp, Inc. (b) Address of Issuer's Principal Executive Offices or, if none, Residence: 400 Mystic Avenue Medford, Massachusetts 02155 Item 2. (a) Name of Person Filing: KEEFE MANAGERS, INC. (b) Address of Principal Business Office or, if none, Residence: 375 Park Avenue (31st Floor) New York, New York 10152 (c) Citizenship: Delaware corporation (d) Title of Class of Securities: Class A Common Stock (e) CUSIP Number: 156432106 Item 3. If this statement is being filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is an: (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)[X] Investment Adviser registered under section 203 of the Investment Advisers Act of 1940 (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 13d-1(b)(1)(ii)(F) (g)[ ] Parent Holding Company, in accordance with 13d-1(b)(ii)(G) (Note: See Item 7) (h)[ ] Group, in accordance with 13d-1(b)(1)(ii)(H) Item 4. Ownership: (a) Amount Beneficially Owned: 198,900* (b) Percent of Class: 5.9%* (c) Number of Shares as to which such person has: (i) sole power to vote or direct the vote - 198,900* (ii) shared power to vote or direct the vote - 0 (iii) sole power to dispose or direct the disposition of - 198,900* (iv) shared power to dispose or direct the disposition of - 0 *Amounts do not include the 30,800 shares (0.9% of the outstanding) as to which Rainbow Managers, LLC, ("RM"), a Registered Investment Advisor and an affiliate of Keefe Managers, Inc., ("KMI"), has sole power to vote or direct the vote or to dispose or direct the disposition. KMI does not beneficially own such shares. Such shares were purchased by RM on behalf of its discretionary client in the ordinary course of business and not for the purpose of or with the effect of changing or influencing the control of the issuer, or in connection with or as a participant in any transaction having such purpose or effect. 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: KMI has purchased all of the shares reported in this statement on behalf of its discretionary clients. Such clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of such securities, subject to KMI's general authority to invest and reinvest the assets in each account under its management. 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 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. 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. KEEFE MANAGERS, INC. BY: /s/ Harry V. Keefe, Jr. --------------------------- Harry V. Keefe, Jr. Chairman Dated: February 7, 1997 -----END PRIVACY-ENHANCED MESSAGE-----