-----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, GGcPy3AIJeLv5cF+gM/Bb4TXQIpoFllOgjLphvfIZcjG5NH6foweFsmXf4HKhCKJ D6PAOJEI3kgBLhO16Z3h1w== /in/edgar/work/0000904853-00-500014/0000904853-00-500014.txt : 20001117 0000904853-00-500014.hdr.sgml : 20001117 ACCESSION NUMBER: 0000904853-00-500014 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001116 GROUP MEMBERS: AMSTER HOWARD GROUP MEMBERS: AMSTER TRADING CO. GROUP MEMBERS: AMSTER TRADING CO. CRUTS GROUP MEMBERS: GOULD TRADING COMPANY GROUP MEMBERS: H. AMSTER / T. GOULD/ AS TIC GROUP MEMBERS: H.AMSTER/T.GOULD CRUT GROUP MEMBERS: H.M. AMSTER CRUT GROUP MEMBERS: PLEASANT LAKE APTS. CORP GROUP MEMBERS: PLEASANT LAKE APTS. LTD. PART. GROUP MEMBERS: RAMAT SECURITIES LTD. GROUP MEMBERS: TAMRA F. GOULD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADVANTA CORP CENTRAL INDEX KEY: 0000096638 STANDARD INDUSTRIAL CLASSIFICATION: [6141 ] IRS NUMBER: 231462070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-38014 FILM NUMBER: 771470 BUSINESS ADDRESS: STREET 1: P.O. BOX 844 STREET 2: WELSH & MCKEAN ROADS CITY: SPRING HOUSE STATE: PA ZIP: 19477 BUSINESS PHONE: 2154445051 MAIL ADDRESS: STREET 1: C/O WELSH & MCKEAN ROADS STREET 2: P.O. BOX 844 CITY: SPRING HOUSE STATE: PA ZIP: 19477-0844 FORMER COMPANY: FORMER CONFORMED NAME: TSO FINANCIAL CORP DATE OF NAME CHANGE: 19880306 FORMER COMPANY: FORMER CONFORMED NAME: TEACHERS SERVICE ORGANIZATION INC DATE OF NAME CHANGE: 19850812 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMSTER HOWARD CENTRAL INDEX KEY: 0000904853 STANDARD INDUSTRIAL CLASSIFICATION: [ ] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 25812 FAIRMONT BLVD CITY: BEACHWOOD STATE: OH ZIP: 44122 BUSINESS PHONE: 2165951047 SC 13D 1 advanta.txt United States Securities and Exchange Commission Washington DC 20549 Schedule 13D Under the Securities and Exchange Act of 1934 (Amendment No.____)* Advanta Corp (Name of Issuer) Class B, Common Stock, $ .01 par value (Title of Class of Securities) 007942204 (CUSIP Number) Howard Amster, 23811 Chagrin Blvd, Suite 200 Beachwood, OH 44122-5525 (216) 595-1047 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 7, 2000 (Date of Event which Requires Filing of this Statement) If this filing person has previously filed a statement on Schedule 13G to report this acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b) (3) or (4), check the following box / /. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. This 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). 1 Name of Reporting Person Howard Amster 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting 363,944 Beneficially Owned By Each Reporting Person With 8 Shared Voting 385,702 9 Sole Dispositive 363,944 10 Shared Dispositive 385,702 11 Aggregate Amount Beneficially owned 642,150 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 3.74 % 14 Type of Reporting Person IN 1 Name of Reporting Person Amster Trading Company 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings is Required 6 Citizen or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 284,849 9 Sole Dispositive 10 Shared Dispositive 284,849 11 Aggregate Amount Beneficially owned 169,706 12 Check if Aggregate Amount (11) Excludes Certain shares 13 Percent of Class Represented by amount in row (11) .99 % 14 Type of Reporting Person CO 1 Name of Reporting Person Amster Trading Company Charitable Remainder Unitrusts 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 115,143 9 Sole Dispositive 10 Shared Dispositve 115,143 11 Aggregate Amount Beneficially owned 115,143 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class represented by amount in row (11) .67 % 14 Type of Reporting Person OO 1 Name of Reporting Person Howard Amster & Tamra F. Gould Charitable Remainder Unitrust 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 31,653 9 Sole Dispositive 10 Shared Dispositive 31,653 11 Aggregate Amount Beneficially owned 31,653 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .18 % 14 Type of Reporting Person OO 1 Name of Reporting Person Howard M Amster Charitable Remainder Unitrust 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 18,300 9 Sole Dispositive 10 Shared Dispositive 18,300 11 Aggregate Amount Beneficially owned 18,300 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .1 % 14 Type of Reporting Person OO 1 Name of Reporting Person Howard Amster & Tamra F. Gould as Tenants in Common 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting 8 Shared Voting 30,800 Person With 9 Sole Dispositive 10 Shared Dispositive 30,800 11 Aggregate Amount Beneficially owned 30,800 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .18 % 14 Type of Reporting Person IN 1 Name of Reporting Person Tamra F. Gould 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting 35,089 Beneficially Owned By Each Reporting Person With 8 Shared Voting 99,042 9 Sole Dispositive 35,089 10 Shared Dispositive 99,042 11 Aggregate Amount Beneficially owned 50,489 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .29% 14 Type of Reporting Person IN 1 Name of Reporting Person Gould Trading Company 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 36,589 9 Sole Dispositive 10 Shared Dispositive 36,589 11 Aggregate Amount Beneficially owned 36,589 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .21 % 14 Type of Reporting Person CO 1 Name of Reporting Person Pleasant Lake Apts Corp 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WO 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 20,100 9 Sole Dispositive 10 Shared Dispositive 20,100 11 Aggregate Amount Beneficially owned 20,100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .12% 14 Type of Reporting Person CO 1 Name of Reporting Person Pleasant Lake Apts Limited Partnership 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 20,100 9 Sole Dispositive 10 Shared Dispositive 20,100 11 Aggregate Amount Beneficially owned 20,100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .12 % 14 Type of Reporting Person PN 1 Name of Reporting Person Ramat Securities Ltd 2 If a member of a group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting Person With 8 Shared Voting 73,000 9 Sole Dispositive 10 Shared Dispositive 73,000 11 Aggregate Amount Beneficially owned 73,000 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .43 % 14 Type of Reporting Person BD Schedule 13D Item 1 Security and Issuer Advanta Corp Class B, common stock, $.01 par value CUSIP 007942204 Advanta Corp Welsh and McKean Roads, P.O. Box 844 Spring House, PA 19477 (215) 647-4000 Item 2 Identity and Background Howard Amster and Tamra F. Gould are husband and wife. Each has independent assets and each disclaims any beneficial ownership in the other's assets. Howard Amster is a 99% owner of Amster Trading Company and as such can be deemed the beneficial owner of such entity and may be deemed to have shared voting and dispositive power over shares by Amster Trading Company. Tamra F. Gould is a 100% owner of Gould Trading Company and as such can be deemed the beneficial owner of such entity and may be deemed to have shared voting and dispositive power over shares owned by Gould Trading Company. Amster Trading Company Charitable Remainder Unitrusts has been 100% funded by Amster Trading Company. Because Amster Trading Company has the right to change the trustee of the trusts, it can be deemed to have the right to shared voting and dispositive power over any security owned by the trusts. While Amster Trading Company receives certain income distributions from the trusts, the assets owned by the trusts benefits charitable purposes. Amster Trading Company disclaims beneficial ownership of the securities owned by these trusts. William Costaras acts as sole trustee for the Amster Trading Company Charitable Remainder Unitrusts. William Costaras disclaims beneficial ownership of the shares owned by such trusts and disclaims being a member of the group. Howard Amster and Tamra F. Gould Charitable Remainder Unitrust has been 100% funded by Howard Amster. Because he has the right to change the trustee of this trust, he can be deemed to have the right to shared voting and dispositive power over any security owned by the trust. While Mr. Amster receives certain income distributions from the trust during his lifetime, the assets owned by the trust benefits charitable purposes. Both, Mr. Amster and Ms. Gould disclaim beneficial ownership of the securities owned by this trust. William Costaras acts as sole trustee for the Howard Amster and Tamra F. Gould Charitable Remainder Unitrust. William Costaras disclaims beneficial ownership of the shares owned by such trust and disclaims being a member of the group. Howard M. Amster Charitable Remainder Unitrust has been 100% funded by Howard Amster. Because he has the right to change the trustee of this trust, he can be deemed to have the right to shared voting and dispositive power over any security owned by the trust. While Mr. Amster receives certain income distributions from the trust during his lifetime, the assets owned by the trust benefits charitable purposes. Mr. Amster disclaims beneficial ownership of the securities owned by this trust. William Costaras acts as sole trustee for the Howard M. Amster Charitable Remainder Unitrust. William Costaras disclaims beneficial ownership of the shares owned by such trust and disclaims being a member of the group. a) William Costaras as trustee for: Amster Trading Company Charitable Remainder Unitrusts Howard Amster and Tamra F. Gould Charitable Remainder Unitrust Howard M. Amster Charitable Remainder Unitrust b) 22674 Halburton Road, Beachwood, OH 44122-3971 c) Present principal occupation-Registered Representative securities firm Ramat Securities Ltd, 23811 Chagrin Blvd #200, Beachwood, OH 44122-5525 d) William Costaras has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors if any) within the last five years. e) William Costaras has not been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Howard Amster is a 100% owner of Pleasant Lake Apts Corp and as such can be deemed the beneficial owner of such entity and maybe deemed to have shared voting and dispositive power over shares owned by Pleasant Lake Apts Corp. Pleasant Lake Apts. Corp is the General Partner of Pleasant Lake Apts. Limited Partnership. Howard Amster is an 83% owner of Ramat Securities Ltd. Howard Amster can be deemed to be a beneficial owner of any securities owned by Ramat Securities Ltd. Mr. Amster does not control the voting or dispositive power of any securities owned by Ramat Securities Ltd. David Zlatin is a 17% owner of Ramat Securities Ltd. David Zlatin has sole voting and dispositive power of any securities owned by Ramat Securities Ltd. David Zlatin can by reason of his ownership in Ramat Securities Ltd can be deemed beneficial owner of any securities owned by Ramat Securities Ltd. David Zlatin can be deemed to be the beneficial owner of 11,514 shares. David Zlatin disclaims being a member of this group and therefore, such 11,514 shares are not included in this filing. a) David Zlatin b) 23811 Chagrin Blvd,#200, Beachwood, OH 44122-5525 c) Present principal occupation-Principal, Ramat Securities Ltd, securities firm- 23811 Chagrin Blvd #200, Beachwood, OH 44122-5525 d) David Zlatin has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) David Zlatin has not been party to any civil proceedings of a judicial or administrataive body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. a) Howard Amster b) 25812 Fairmount Blvd, Beachwood, OH 44122-2214 c) Present principal occupation- Principal, Ramat Securities Ltd, securities firm- 23811 Chagrin Blvd # 200 Beachwood, OH 44122-5525 d) Howard Amster has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Howard Amster has not been party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. f) USA Amster Trading Company, 25812 Fairmount Blvd, Beachwood, OH 44122 Investments d) Neither the officers, directors, or shareholders of Amster Trading Company have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or shareholders of Amster Trading Company have been a party to any civil proceedings of a judicial or administrative body of competent jurisdictions of the type described in Item 2 of Schedule 13D within the last five years. Amster Trading Company Charitable Remainder Unitrusts 22674 Halburton Road, Beachwood, OH 44122-3971 Charitable Remainder Unitrust d) Neither the trust or trustee of the Amster Trading Company Charitable Remainder Unitrusts have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors if any) within the last five years. e) Neither the trust or the trustee of the Amster Trading Company Charitable Remainder Unitrusts have been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Howard Amster & Tamra F. Gould Charitable Remainder Unitrust 22674 Halburton Road, Beachwood, OH 44122-3971 Charitable Remainder Unitrust d) Neither the trust or trustee of the Howard Amster & Tamra F. Gould Charitable Remainder Unitrust have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors if any) within the last five years. e) Neither the trust or the trustee of the Howard Amster & Tamra F. Gould Charitable Remainder Unitrust have been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Howard M Amster Charitable Remainder Unitrust, 22674 Halburton Road, Beachwood, OH 44122-3971 Charitable Remainder Unitrust d) Neither the trust or trustee of the Howard M Amster Charitable Remainder Unitrust have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors if any) within the last five years. e) Neither the trust or the trustee of the Howard M Amster Charitable Remainder Unitrust have been a party to any civil proceedings of a jdicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. a) Tamra F. Gould b) 25812 Fairmound Blvd, Beachwood, OH 44122-2214 c) Present principal occupation- Securities Trader, Tamar Securities, Broker Dealer, 23811 Chagrin Blvd # 200, Beachwood, OH 44122-5525 d) Tamra F. Gould has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors if any) within the last five years. e) Tamra F. Gould has not been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Gould Trading Company, 25812 Fairmount Blvd, Beachwood, OH 44122 Investments d) Neither the officers, directors or shareholders of Gould Trading Company have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or shareholders of Gould Trading Company have been a party to any civil proceedings of a judicial or administrative body of competent jurisdictions of the type described in Item 2 of Schedule 13D within the last five years. Pleasant Lake Apts. Corp, 25812 Fairmount Blvd, Beachwood, OH 44122 Investments d) Neither the officers, directors or shareholders of Pleasant Lake Apts. Corp have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or shareholders of Pleasant Lake Apts. Corp have been a party to any civil proceedings of a judicial or administrative body or competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Pleasant Lake Apts. Limited Partnership, 7530 Lucerne Dr # 101 Middleburg Heights, OH 44130 Investments d) Neither the officers, directors or partners of Pleasant Lake Apts Limited Partnership have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or partners of Pleasant Lake Apts. Limited Partnership have been a party to any civil proceedings of a judicial or administrative body or competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Ramat Securities Ltd, 23811 Chagrin Blvd #200, Beachwood, OH 44122 Broker Dealer d) Neither the members or unitholders of Ramat Securities Ltd have been convicted in any criminal proceedings (excluding the traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the members or unitholders of Ramat Securities Ltd have been a party to any civil proceedings of a judicial or administrative body or competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Item 3. Source and Amount of Funds or Other Consideration Howard Amster, in his personal and retirement accounts purchased all Advanta Corp Class B shares with personal funds without borrowing. The total consideration for the purchases is $ 3,540,423.70. Amster Trading Company purchased all Advanta Corp Class B shares with working capital without borrowing. The total consideration for the purchases is $ 2,011,154.85. Amster Trading Company Charitable Remainder Unitrusts purchased all Advanta Corp Class B shares with trust assets without borrowing. The total consideration for the purchases is $ 2,003,492.14. Howard Amster and Tamra F. Gould Charitable Remainder Unitrust purchased all Advanta Corp Class B shares with trust assets without borrowing. The total consideration for the purchases is $ 485,712.55. Howard M Amster Charitable Remainder Unitrust purchased all Advanta Corp Class B shares with trust assets without borrowing. The total consideration for the purchases is $ 249,436.82. Howard Amster and Tamra F. Gould as tenants in common purchased all Advanta Corp Class B shares with personal funds without borrowing. The total considerations for the purchases is $ 489,927.46. Tamra F. Gould, in her personal and retirement accounts purchased all Advanta Corp Class B shares with personal funds without borrowing. The total consideration for the purchases is $ 286,109.17. Gould Trading Company purchased all Advanta Corp Class B shares with working capital without borrowing. The total consideration for the purchases is $ 673,961.02. Pleasant Lakes Apts Limited Partnership purchased all Advanta Corp class B shares with partnership funds without borrowing. The total consideration of the purchases is $234,377.25. Ramat Securities Ltd purchased all Advanta Corp Class B shares with working capital without borrowing. The total consideration for the purchases is $ 538,109.78. Item 4 Purpose of Transaction Howard Amster, Amster Trading Company, Amster Trading Company Charitable Remainder Unitrusts, Howard Amster & Tamra F. Gould Charitable Remainder Unitrust, Howard M Amster Charitable Remainder Unitrust, Howard Amster and Tamra F. Gould as tenants in common, Tamra F. Gould, Gould Trading Company Pleasant Lake Apts Limited Partnership and Ramat Securities Ltd., acquired their shares for purposes of investment. There are no present plans or proposals by any of the purchasers of record or the beneficial owners as reported in this Schedule 13D which relate to or would result in the following: a. The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer provided, however, the reporting person might acquire additional shares or other securities of the issuer or dispose of some or all of their shares depending upon market conditions and their personal circumstances; b. An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries; c. A sale or transfer or a material amount of assets of the issuer or any of its subsidiaries; d. Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number of the terms of directors or to fill any existing vacancies on the board; e. Any material change in the present capitalization or dividend policy of the issuer; f. Any other material in the issuer's business or corporate structure; g. Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person; h. Causing a class of securities of the issuer to be delisted from a national securities exchange or cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; i. A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or j. Any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer (a)(b) The aggregate amount owned by the Reporting Persons is 894,324 shares or 5.20 % of the outstanding shares. Howard Amster in his own name and individual retirement accounts owns 363,944 shares or 2.12 % of the outstanding shares. Amster Trading Company owns 169,706 shares or .99 % of the outstanding shares. Amster Trading Company Charitable Remainder Unitrusts owns 115,143 shares or 0.67 % of the outstanding shares. Howard Amster & Tamra F. Gould Charitable Remainder Unitrust owns 31,653 or 0.18 % of the outstanding shares. Howard M. Charitable Remainder Unitrust owns 18,300 or 0.1 % of the outstanding shares. Howard Amster and Tamra F. Gould as tenant in common own 30,800 shares or .18 % of the outstanding shares. Howard Amster disclaims ownership of 1/2 of these shares. Tamra F. Gould disclaims ownership of 1/2 of these shares. Tamra F. Gould in her own name and individual retirement accounts owns 35,089 shares or 0.2 % outstanding shares. Gould Trading Company owns 36,589 or 0.21 % of the outstanding shares. Pleasant Lake Apts Limited Partnership 20,100 shares or 0.12 % of the outstanding shares. Ramat Securities Ltd owns 73,000 shares or 0.43 % of the outstanding shares. David Zlatin is a 17% owner of Ramat Securities Ltd but disclaims being personally part of the group as described in Item 2. c) Description of Transactions All shares were purchased in the over the counter market as an open market transaction. ** Except where noted as a payment in kind income distribution from a remainder unitrust.
Identity Date Shares Price Executing Broker Howard Amster/& 01/30/98 9,133 29.1375 Everen Securities his individual 02/11/98 88 29.2763 Everen Securities retirement 02/12/98 5,589 29.1375 Everen Securities accounts 02/12/98 5,000 29.1875 Everen Securities 03/02/98 10,100 21.1975 Everen Securities 06/03/98 10,000 18.9765 Everen Securities 08/11/98 22,000 14.3607 Everen Securities 08/12/98 10,000 14.6437 Everen Securities 08/27/98 13,200 9.3047 Everen Securities 09/01/98 800 10.25 Everen Securities 11/18/98 35,000 8.117 Everen Securities 11/19/98 3,400 7.875 Everen Securities 11/20/98 26,000 8.0916 Everen Securities 12/14/98 4,700 7.875 value**Payment in kind 04/15/99 9,000 9.4255 Everen Securities 01/28/00 9,700 13.4111 First Union Sec 01/31/00 1,600 13.625 First Union Sec 02/01/00 8,000 13.5625 First Union Sec 03/07/00 13,000 12.3077 First Union Sec 06/30/00 234 8.59375 value**Payment in kind 08/02/00 8,400 7.968 Bear Stearns 10/10/00 10,000 4.8518 Bear Stearns 10/16/00 7,000 4.6875 Bear Stearns 10/16/00 35,100 4.5033 Bear Stearns 10/17/00 18,400 4,4406 Bear Stearns 10/18/00 33,000 4.3554 Bear Stearns 10/19/00 5,700 4.51 Bear Stearns 10/20/00 6,700 4.577 Bear Stearns 11/03/00 6,000 7.3438 Bear Stearns 11/07/00 14,600 7.0764 Bear Stearns 11/08/00 6,500 7.0913 Bear Stearns 11/09/00 5,000 6.775 Bear Stearns 11/10/00 2,500 6.725 Bear Stearns 11/13/00 8,500 6.3658 Bear Stearns Amster Trading 06/02/98 588 19.0199 Everen Securities Company 06/18/98 15,000 18.7333 Everen Securities 06/19/98 1,000 18.8125 Everen Securities 06/22/98 5,000 18.6875 Everen Securities 07/24/98 37,800 16.1265 Everen Securities 08/07/98 5,000 14.70 Everen Securities 04/15/99 17,000 9.4255 Everen Securities 04/16/99 12,500 9.3925 Everen Securities 12/20/99 2,700 13.375 value**Payment in kind 01/25/00 8,000 13.3046 Friedman, Billings 01/27/00 7,600 13.5427 First Union Sec 06/30/00 31,218 8.59375 value**Payment in kind 10/10/00 26,300 4.8518 Bear Stearns Amster Trading 02/11/98 87 29.2763 Everen Securities Company Charitable 03/02/98 19,000 21.1975 Everen Securities Remainder Unitrusts 05/15/98 13,100 19.7165 Everen Securities 06/02/98 11,793 19.0199 Everen Securities 06/05/98 39,963 19.25 Everen Securities 06/23/98 5,000 18.90625 Everen Securities 07/24/98 3,600 16.1265 Everen Securities 08/08/00 12,600 8.6386 First Union Sec 08/17/00 10,000 8.0625 First Union Sec Howard Amster & Tamra 05/15/98 853 19.7165 Everen Securities F. Gould Charitable 06/05/98 12,500 19.25 Everen Securities Remainder Unitrust 01/27/00 5,000 13.5427 First Union Sec 01/28/00 3,300 13.4111 First Union Sec 04/14/00 5,000 11.875 Friedman,Billings 04/14/00 5,000 11.125 First Union Sec Howard M Amster 07/24/98 11,500 16.1265 Everen Securities Charitable Remainder 08/27/98 6,800 9.3047 Everen Securities Unitrust Howard Amster and 07/23/98 20,800 17.0868 Everen Securities Tamra F. Gould as 01/20/00 2,500 13.125 First Union Sec tenants in common 01/25/00 7,500 13.375 First Union Sec Tamra F. Gould 02/11/98 89 29.2763 Everen Securities 07/24/98 10,000 16.1265 Everen Securities 10/10/00 25,000 4.8518 Bear Stearns Gould Trading Company 02/11/98 89 29.2763 Everen Securities 06/02/98 10,000 19.0199 Everen Securities 06/03/98 10,000 18.9765 Everen Securities 06/19/98 5,000 18.71875 Everen Securities 07/21/98 9,500 17.50 Everen Securities 08/04/98 2,000 15.00 Everen Securities Pleasant Lake Apts 07/08/98 5,100 19.5625 Everen Securities Limited Partnership 04/16/99 5,000 9.50 Everen Securities 08/08/00 10,000 8.6386 Bear Stearns Ramat Securities Ltd 06/02/98 3,200 18.9375 Bear Stearns 08/17/98 5,000 15.125 Bear Stearns 09/01/98 3,000 9.625 Bear Stearns 09/01/98 5,000 9.7187 Bear Stearns 02/08/00 800 13.4375 Bear Stearns 04/25/00 5,000 12.003 Bear Stearns 10/10/00 10,000 4.864 Bear Stearns 10/10/00 4,000 4.8518 Bear Stearns 10/12/00 16,500 4.9715 Bear Stearns 10/13/00 16,000 4.4352 Bear Stearns 10/24/00 4,500 7.2465 Bear Stearns
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no contracts, arrangements, understandings or relationships with respect to securities of the issuer with any person except as set forth in items 2, 3, 5 above. Item 7. Material to be filed as exhibits. Agreement between Howard Amster and Tamra F. Gould concerning this Schedule 13D. Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Date 11/15/00 Howard Amster Amster Trading Company William Costaras, Trustee Amster Trading Company Charitable Remainder Unitrusts William Costaras, Trustee Howard Amster & Tamra F. Gould Charitable Remainder Unitrust William Costaras, Trustee Howard M Amster Charitable Remainder Unitrust Howard Amster & Tamra F. Gould As Tenants In Common Tamra F. Gould Gould Trading Company Pleasant Lake Apts. Corp Pleasant Lake Apts. Limited Partnership Ramat Securities Ltd EXHIBIT AGREEMENT Howard Amster and Tamra F. Gould hereby agree that the Schedule 13D to which this Agreement is attached as an exhibit is filed on behalf of each of them. Date 11/15/00 Howard Amster Tamra F. Gould
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