-----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, ASWWL/cwfvyEu2CdhXryVd/7ZOXD/ttq3aeKm/i819gzlja35SYE8AlXZH+iN4V7 GEW+H1o/6hlTYbkH3CAltg== 0001140464-02-000001.txt : 20020513 0001140464-02-000001.hdr.sgml : 20020513 ACCESSION NUMBER: 0001140464-02-000001 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020513 GROUP MEMBERS: ASHER GOTTESMAN GROUP MEMBERS: LEN FISCH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CRIIMI MAE INC CENTRAL INDEX KEY: 0000847322 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 521622022 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-40622 FILM NUMBER: 02643665 BUSINESS ADDRESS: STREET 1: 11200 ROCKVILLE PIKE CITY: ROCKVILLE STATE: MD ZIP: 20852 BUSINESS PHONE: 3018162300 FORMER COMPANY: FORMER CONFORMED NAME: CRI INSURED MORTGAGE ASSOCIATION INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WEISMAN LYLE CENTRAL INDEX KEY: 0001140464 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 14001 VENTURA BLVD CITY: LOS ANGELES STATE: CA ZIP: 91423 BUSINESS PHONE: 8187890919 MAIL ADDRESS: STREET 1: 14001 VENTURA BLVD CITY: LOS ANGELES STATE: CA ZIP: 91423 SC 13D 1 cm13d.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Criimi Mae, Inc.

(Name of Issuer)

Common Stock, $.01 par value

(Title of Class of Securities)

950241109

(CUSIP Number)

Aaron A. Grunfeld, Esq.
Resch Polster Alpert & Berger LLP
10390 Santa Monica Blvd., 4^th Floor
Los Angeles, California  90025
(310) 277-8300

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

May 9, 2002

(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 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ]

CUSIP No. 950 2411 09
1.	Names of Reporting Persons. Lyle Weisman
2.	Check the Appropriate Box if a Member of a Group (a) [ X ] (b) [ ]
3.	SEC Use Only
4.	Source of Funds PF, OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ]
6.	Citizenship or Place of Organization United States
7.	Sole Voting Power 216,000
8.	Shared Voting Power
9.	Sole Dispositive Power 216,000
10.	Shared Dispositive Power
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 216,000
12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13.	Percent of Class Represented by Amount in Row (11) Approximately 1.6 % based upon 13,936,168 shares reported outstanding at May 7, 2002
14.	Type of Reporting Person IN

CUSIP No. 950 2411 09
1.	Names of Reporting Persons. Asher Gottesman
2.	Check the Appropriate Box if a Member of a Group (a) [ X ] (b) [ ]
3.	SEC Use Only
4.	Source of Funds PF, OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ]
6.	Citizenship or Place of Organization United States
7.	Sole Voting Power 200,400
8.	Shared Voting Power
9.	Sole Dispositive Power 200,400
10.	Shared Dispositive Power
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 200,400
12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13.	Percent of Class Represented by Amount in Row (11) Approximately 1.4 % based upon 13,936,168 shares reported outstanding at May 7, 2002
14.	Type of Reporting Person IN

CUSIP No. 950 2411 09
1.	Names of Reporting Persons. Len Fisch
2.	Check the Appropriate Box if a Member of a Group (a) [ X ] (b) [ ]
3.	SEC Use Only
4.	Source of Funds PF, OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ]
6.	Citizenship or Place of Organization United States
7.	Sole Voting Power 270,000
8.	Shared Voting Power
9.	Sole Dispositive Power 270,000
10.	Shared Dispositive Power
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 270,000
12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13.	Percent of Class Represented by Amount in Row (11) Approximately 1.9 % based upon 13,936,168 shares reported outstanding at May 7, 2002
14.	Type of Reporting Person IN


Item 1. Name of Issuer.
This Schedule 13D relates to the common stock, $0.01 par value (the "Common Stock") of CRIIMI MAE Inc., a Maryland

corporation (the "Company"). The Company’s principal executive offices are located at 11200 Rockville Pike, Rockville, Maryland, 20852.


Item 2. Identity and Background.
This Statement is filed on behalf of Lyle Weisman, Asher Gottesman and Len Fisch (collectively the "Reporting Persons").The Reporting

Persons may be deemed to be a group who have acquired beneficial ownership, for purposes of Sections 13(d) and 13(g) of the Securities

 Act of 1933, as amended, of all equity securities of the Company beneficially owned by the Reporting Persons.


The following persons comprise the Reporting Persons:

(a) Lyle Weisman (b) 14001 Ventura Boulevard, Los Angeles, California 91423 (c) Real Estate Investor, Self Employed (d) During the last

five  years, Mr. Weisman has not been convicted in a criminal proceeding. (e) During the last five years, Mr. Weisman has not been a party

to a civil  proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a

 judgment,  decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws

or finding any  violation with respect to such laws. (f) United States.


(a) Asher Gottesman (b) 14001 Ventura Boulevard, Los Angeles, California 91423 (c) Real Estate Investor, Self Employed (d) During the last

 five years, Mr. Gottesman has not been convicted in a criminal proceeding. (e) During the last five years, Mr. Gottesman has not been a party

 to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a

judgment,  decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws

 or finding any violation with respect to such laws. (f) United States.

(a) Len Fisch (b) 922 Santee Street, Los Angeles, California 90015 (c) Real Estate Development and Management (d) During the last five

years, Mr. Fisch has not been convicted in a criminal proceeding. (e) During the last five years, Mr. Fisch has not been a party to a civil

proceeding of a  judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment,

 decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding

any violation with respect  to such laws. (f) United States.


Item 3. Source and Amount of Funds or Other Consideration.


Each of the Reporting Persons purchased the Common Stock in regular market transactions utilizing personal funds and funds made available

 on margin. The aggregate purchase price for the shares of Common Stock purchased by Mr. Weisman was approximately $801,360. The

 aggregate purchase price for the shares of Common Stock purchased by Mr. Gottesman was approximately $745,268. The aggregate

 purchase price for the shares of Common Stock purchased by Mr.Fisch was approximately $$984,254.


Item 4. Purpose of Transaction.


On May 8, 2002 the Reporting Persons forwarded to William B. Dockser, Chairman of the Board of the Company a letter indicating the

 willingness of the Reporting Persons to purchase all of the issued and outstanding shares of common stock of the Company at $7.00 per

 share. While the letter outlines a transaction which the Reporting Persons are amicably proposing for consideration by the Board, the

transaction is subject to approval of the Board of Directors, to the negotiation and execution of definitive agreements, as well as to resolution

of regulatory and other matters. See also Item 6. below.


Item 5. Interest in Securities of the Issuer.

Name	Aggregate Number of Shares Beneficially Owned	Percentage of Class
Lyle Weisman	216,000	1.6%
Asher Gottesman	200,400	1.4%
Len Fisch	270,000	1.9%

1. Lyle Weisman has sole voting and dispositive power over his 216,000 shares.2. Asher Gottesman has sole voting and dispositive power over his 200,400 shares. 3. Len Fisch has sole voting and dispositive power over his 270,000 shares.

Transactions effected during the past sixty days:


Lyle Weisman stock transactions within the past 60 days, all, except for a stock dividend, in market purchases:

DATE	SHARES PURCHASED	AVERAGE PRICE PER SHARE
March 5^th	9,500	$3.70
March 6^th	2,406	$3.70
March 7^th	5000	$3.73
March 11^th	2000	$3.77
March 13^th	4500	$3.91
March 15^th	300	$3.75
March 20^th	100	$3.85
March 27^th	3000	$3.60
March 28^th	750	$3.50
April 1^st	450	$3.59
April 2^nd	1050	$3.47
April 12^th	200	$3.78
April 15^th	100	$3.74
	3319	dividend
April 16^th	2300	$3.85
April 17^th	2100	$3.70
April 18^th	300	$3.90
April 19^th	150	$3.80
April 22^nd	141	$3.83
April 24^th	3000	$3.61
April 25^th	5050	$3.64
May 1^st	500	$3.75
May 8^th	350	$3.80

Asher Gottesman stock transactions within the past 60 days, all, except for a stock dividend, in market purchases:

DATE	SHARES PURCHASED	AVERAGE PRICE PER SHARE
March 5^th	2900	$3.70
March 6^th	2900	$3.70
March 7^th	3000	$3.70
March 12^th	2100	$3.70
March 13^th	2500	$3.91
March 14th	500	$3.80
March 15^th	900	$3.95
March 19^th	1400	$3.83
March 20^th	800	$3.85
March 22^nd	400	$3.75
March 27^th	3000	$3.60
March 28^th	750	$3.50
April 1^st	450	$3.59
April 2^nd	1050	$3.47
April 12^th	200	$3.78
April 15^th	1900	$3.84
	3319	dividend
April 16^th	300	$3.72
April 17^th	100	$3.80
April 18^th	300	$3.90
April 19^th	150	$3.80
April 22^nd	2841	$3.70
April 23^rd	1400	$3.67
April 24^th	1000	$3.70
April 25^th	2850	$3.72
April 29th	2300	$3.61
May 1^st	2100	$3.64
May 2^nd	400	$3.77
May 8^th	3250	$3.80

Len Fisch stock transactions within the past 60 days, in market purchases:

DATE	SHARES PURCHASED	AVERAGE PRICE PER SHARE
March 4^th	157,634	3.54
March 5^th	6,000	3.70
March 6^th	1,200	3.70
March 7^th	5,000	3.69
March 8^th	1,166	3.54
March 11^th	1,200	3.68
March 12^th	2,000	3.97
March 13^th	7,000	3.91
March 14^th	1,000	3.87
March 15^th	500	3.85
March 22^nd	3,500	3.60
March 25^th	3,800	3.46
April 2^nd	4,000	3.46
April 16^th	2,000	3.82
April 17^th	3,500	3.66
April 18^th	1,000	3.70
April 22^nd	1,000	3.66
April 23^rd	2,000	3.61
April 24^th	11,000	3.61
April 25^th	5,000	3.63
April 30^th	2,100	3.74
May 1st	2,100	3.74
May 2^nd	2,800	3.80
May 3^rd	1,900	3.85
May 6^th	8,600	3.90
May 7^th	15,000	4.00
May 8^th	18,000	4.00

Item 6. Contracts, Arrangements, Understandings or Relationships

On May 8, 2002 counsel for the Reporting Persons sent a letter to William Dockser, Chairman and Chief Executive Officer of the Company.

In that letter the Reporting Persons indicated their willingness to acquire all of the issued and outstanding shares of Common Stock of the

 Company at $7.00 per share subject to approval of the Board that when presented the offer would be fair to shareholders, to due diligence

 and  to the execution of a definitive agreement. The Reporting Persons also indicated their willingness place a good faith deposit of

$1,000,000 with a mutually acceptable escrow holder upon execution a definitive agreement. The Reporting Persons requested

 a response to their letter by 5:30 p.m. Los Angeles time on May 15, 2002. See Exhibit B attached hereto.


Item 7. Material to Be Filed as Exhibits

Exhibit A - Joint Filing Agreement among the Reporting Persons

Exhibit B – Letter to William B. Dockser, Chairman of the Board

Signatures

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: May 13, 2002

/s/ Lyle Weisman

Lyle Weisman

Date: May 13, 2002

/s/ Asher Gottesman

Asher Gottesman

Date: May 13, 2002

/s/ Len Fisch

Len Fisch

EXHIBIT A
Joint Filing Agreement

Each of the undersigned hereby agrees to file jointly the statement on Schedule 13D to which this Agreement is attached, and any

 amendments thereto which may be deemed necessary, pursuant to Regulation 12d (2) (f) promulgated under the Securities Exchange

 Act of 1934, as amended.  It is understood and agreed that each of the parties hereto is responsible for the timely filing of such statement

and any amendments thereto, and for the completeness and accuracy of information concerning such party contained therein, but such

 party is not responsible for the completeness and accuracy of information concerning any other party unless such party knows or has reason

 to believe that such information is inaccurate.  It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to the statements on Schedule 13D, and any amendments thereto, filed on behalf of the parties hereto.

Date: May 13, 2002

					/s/ Lyle Weisman
					     Lyle Weisman

					/s/ Asher Gottesman
					     Asher Gottesman

					/s/ Len Fisch
					     Len Fisch

EXHIBIT B

May 8, 2002

BY FEDEX

William B. Dockser

Chairman of the Board

Criimi Mae Inc.

11200 Rockville Pike

Rockville, Maryland 20852

Re:	Offer to Purchase all of the Common Stock of Criimi Mae Inc. ("CMM")

Dear Mr. Dockser:

Clients whom I represent, Lyle Weisman, Asher Gottesman and Len Fisch (the "Interested Criimi Mae Shareholders") have authorized me to present an offer, set forth below, to you and to the Board of Directors of CMM, whereby the Interested Criimi Mae Shareholders propose to purchase all of the issued and outstanding common shares of CMM.

The Interested Criimi Mae Shareholders currently own in the aggregate about 686,500 shares of common stock constituting in the aggregate about 4.9% of the number of CMM common shares reported to be outstanding.

The Offer:

The Interested Criimi Mae Shareholders:

hereby offer $7.00 per share (the "Purchase Price") for all issued and outstanding shares of common stock of CMM.

will pay the positive difference between the strike prices per share on vested outstanding options and warrants and the Purchase Price.

are making the offer subject to approval of the board of directors that the offer to the shareholders when presented will be fair.

are making the offer subject to due diligence and the execution of a definitive agreement with CMM (the "Purchase Agreement").

are prepared to initiate an offer to the shareholders for the CMM common stock on an "any or all basis" as soon as practicable.

are prepared to deposit $1,000,000, with a mutually acceptable escrow holder, upon execution of the Purchase Agreement as a good faith deposit towards the purchase of the shares.

We note that the Purchase Price is approximately 49% higher than today’s $4.70 per share closing price of the common stock on the New York Stock Exchange. The Interested Criimi Mae Shareholders believe that their offer, when viewed by the Board of Directors against the criteria recited in Article FOURTEENTH of CMM’s Articles of Incorporation, is in the best interests of CMM "as a whole". The Interested Criimi Mae Shareholders would be pleased to meet with you and other representatives of the Board at your earliest opportunity so that all parties amicably may move forward to presenting and completing this transaction.

Please direct all communications concerning this offer to the undersigned. We look forward to your response no later than 5:30 p.m. Los Angeles Time on Wednesday, May 15, 2002. Thank you.

Very truly yours,

Aaron A. Grunfeld

-----END PRIVACY-ENHANCED MESSAGE-----

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Signatures

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549