-----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, HhCztC9nOHXMNxItkoYIHLH7C4tqoxiUiA0L0rBFT3LJ6gVjPrCJknTSFsaDjrIf JfTOLkcPXIpm1WvASooDPA== 0000919574-00-000291.txt : 20000216 0000919574-00-000291.hdr.sgml : 20000216 ACCESSION NUMBER: 0000919574-00-000291 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000215 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CELADON GROUP INC CENTRAL INDEX KEY: 0000865941 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 133361050 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-45287 FILM NUMBER: 546376 BUSINESS ADDRESS: STREET 1: ONE CELADON DR CITY: INDIANAPOLIS STATE: IN ZIP: 46236-4207 BUSINESS PHONE: 2129774447 MAIL ADDRESS: STREET 1: ONE CELADON DRIVE STREET 2: ONE CELADON DRIVE CITY: INDIIANAPOLIS STATE: IN ZIP: 46236 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FSIP LLC CENTRAL INDEX KEY: 0001106954 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O ING FURMAN SELZ ASSET MANAGEMENT LLC STREET 2: 230 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10169 MAIL ADDRESS: STREET 1: C/O ING FURMAN SELZ ASSET MANAGEMENT LLC STREET 2: 230 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10169 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: 1 Name of Issuer: Celadon Group, Inc. Title of Class of Securities: Common Stock CUSIP Number: 150838100 (Date of Event Which Requires Filing of this Statement) December 31, 1999 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 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). CUSIP Number: 150838100 1. Name of Reporting Person I.R.S. Identification No. of Above Person FSIP LLC 2. Check the Appropriate Box if a Member of a Group a. b. 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 566,400 6. Shared Voting Power: 7. Sole Dispositive Power: 566,400 8. Shared Dispositive Power: 9. Aggregate Amount Beneficially Owned by Each Reporting Person 566,400 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares 11. Percent of Class Represented by Amount in Row (9) 6.75% 2 12. Type of Reporting Person IA 3 Item 1(a) Name of Issuer: Celadon Group, Inc. (b) Address of Issuer's Principal Executive Offices: 9503 East 33rd Street One Celadon Drive Indianapolis, IN 46235 Item 2(a) - (c). Name, Principal Business Address, and Citizenship of Persons Filing: FSIP LLC c/o ING Furman Selz Asset Management LLC 230 Park Avenue New York, New York 10169 FSIP LLC - Delaware Limited Liability Company (d) Title of Class of Securities: Common Stock (e) CUSIP Number: 150838100 Item 3. If this statement is filed pursuant to Rule 13d-1(b)(1) or 13d-2(b) or (c) check whether the person filing is: (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, (g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G), (h) / / Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act, 4 (i) / / Church plan excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act, (j) / / Group, in accordance with Rule 13d- 1(b)(1)(ii)(H). If this statement is filed pursuant to Rule 13d-1(c), check this box. / / Item 4. Ownership. (a) Amount Beneficially Owned: 566,400 shares owned by FSIP LLC (b) Percent of Class: 6.75% by FSIP LLC (c) FSIP LLC, L.P.: 566,400 shares with sole power to vote or to direct the vote; 0 shares with shared power to vote or to direct the vote; 566,400 shares with sole power to dispose of or to direct the disposition of; 0 shares with shared power to dispose of or to direct the disposition of; Item 5. Ownership of Five Percent or Less of a Class. N/A 5 Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company. N/A Item 8. Identification and Classification of Members of the Group. N/A Item 9. Notice of Dissolution of the Group. N/A Item 10. Certification for Rule 13d-1(b): 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 the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 6 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. FSIP LLC By: /s/ Wendy A. Lurie ______________________ WENDY A. LURIE Assistant Secretary February 14, 2000 7 27400010.AF7 -----END PRIVACY-ENHANCED MESSAGE-----