-----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, ImZwHvHNBJMS0+Dp4HE4GW2SniSIrUysU0DyTDWP+vYTcSq6pi0vUnEm483ujmey 2x5/fKE1eNBF4kg/oaRgZg== 0000950135-96-002340.txt : 19960530 0000950135-96-002340.hdr.sgml : 19960530 ACCESSION NUMBER: 0000950135-96-002340 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960529 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MID AMERICA BANCORP/KY/ CENTRAL INDEX KEY: 0000711083 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 611012933 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34192 FILM NUMBER: 96573637 BUSINESS ADDRESS: STREET 1: 500 W BROADWAY CITY: LOUISVILLE STATE: KY ZIP: 40202 BUSINESS PHONE: 5025893351 MAIL ADDRESS: STREET 1: 500 WEST BROADWAY CITY: LOUISVILLE STATE: KY ZIP: 40202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TWEEDY BROWNE CO L P CENTRAL INDEX KEY: 0000732905 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133381587 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 52 VANDERBILT AVE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129160600 MAIL ADDRESS: STREET 1: 52 VANDERBILT AVENUE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13D/A 1 MID-AMERICA BANCORP AMENDMENT NO. A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. A)* To a Schedule on 13D of Tweedy, Browne Company L.P. Under the Securities Exchange Act of 1934 MID-AMERICA BANCORP (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 595915109 (CUSIP Number) John D. Spears 52 Vanderbilt Avenue New York, New York 10017 (212) 916-0600 (Name, Address and Telephone Number of Persons Authorized to Receive Notices and Communications) May 24, 1996 (Date of Event which Required Filing of this Statement) 2 If the filing person has previously filed a statement on Schedule 13G to report the 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 [ ]. Check the following box if a fee is paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) 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 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 the provisions of the Act (however, see the Notes). 3 CUSIP No. 595915109 Page of Pages ---------------- ----- ----- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Tweedy, Browne Company L.P. ("TBC") - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / / (b) / X / - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS 00 - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSED OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(E) / / - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OR ORGANIZATION Delaware - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER TBC has sole voting power with respect to 73,055 shares held in certain TBC accounts (as NUMBER OF hereinafter defined). Additionally, certain of the general partners of TBC may be deemed to have sole power SHARES to vote certain shares as more fully set forth herein. ---------------------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 shares ---------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER 0 shares, except that certain of the general partners of REPORTING TBC may be deemed to have sole power to dispose of certain shares as more fully set forth herein. PERSON ---------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER WITH 78,388 shares held in accounts of TBC (as hereinafter defined). - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 78,388 shares - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / / - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.86% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON BD, IA & PN - -------------------------------------------------------------------------------- 4 PRELIMINARY NOTE The person filing this Amendment A to a Schedule on 13D is Tweedy, Browne Company L.P. ("TBC") a Delaware limited partnership. (the "Amendment A"). This Amendment A amends a Statement on Schedule 13D filed by TBC dated May 20, 1996 (the "Statement"). This Amendment A is being filed to correct certain information that appeared in Item 5 of the Statement. This Amendment A contains information regarding shares of Common Stock that may be deemed to be beneficially owned by TBC. Such shares are held in the accounts of various customers of TBC, with respect to which accounts TBC has investment discretion (the "TBC Accounts"), and with respect to some of which it has obtained sole or shared voting power. Accordingly, the filing person is no longer subject to the reporting requirements of Section 13(d) of the Securities Exchange Act of 1934, as set forth more fully in Item 5 below. This Amendment A relates to the Common Stock, no par value ("Common Stock"), of Mid-America Bancorp (the "Company"), which, to the best knowledge of the person filing this Amendment A is a company organized under the laws of Kentucky with its principal executive offices located at 500 West Broadway, Louisville, Kentucky. Other than as set forth below, to the best knowledge of TBC, there has been no material change in the information set forth in response to Items 1,2,3,4,6 and 7 of the Statement. Accordingly, those items are omitted from this Amendment A. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) As of the date hereof, TBC may be deemed to be the beneficial owner of an aggregate of 78,388 shares of Common Stock, which constitutes approximately 0.86% of the 9,117,127 shares of Common Stock which TBC believes to the total number of shares of Common Stock outstanding. Such shares are held in the TBC Accounts. TBC disclaims that it is the beneficial owner of any of the shares of Common Stock held in the TBC Accounts. The aggregate number of shares of Common Stock with respect to which TBC could be deemed to be the beneficial owner as of the date hereof, is 78,388 shares, which constitutes approximately 0.86% of the 9,117,127 shares of Common Stock which the filing person believes to be the total number of shares of Common Stock outstanding, but nothing contained herein shall be construed as an admission that TBC is the beneficial owner of any of the TBC Shares. The aggregate number of shares and percentage of Common Stock with respect to which each of the General Partners may be deemed to be the beneficial owner by reason of his being a general partner of TBC is 78,388 shares, which constitutes approximately 0.86% of the 9,117,127 shares of Common Stock outstanding. However, nothing contained herein shall be construed as an admission that any of the General Partners is the beneficial owner of any shares of Common Stock, except as set forth herein as expressly and admittedly being beneficially owned by a particular General Partner. Except as described herein, to the best knowledge of TBC, no person who may be deemed to comprise a group with any of TBC or any other person named in Item 2 hereof, beneficially owns any shares of Common Stock. (b) TBC has investment discretion with respect to 78,388 shares of Common Stock held by the TBC Accounts and has sole power to dispose or direct the disposition of all of such shares. Of these shares of Common Stock, TBC has sole power to vote or to direct the voting of 73,055 shares of Common Stock held in certain TBC Accounts. 5 Each of the General Partners of TBC, solely by reason of their positions as such, may be deemed to have (i) shared power to dispose of or to direct the disposition of all of the shares of Common Stock held in the TBC Accounts; and (ii) shared power to vote or direct the vote of 73,055 shares of Common Stock held in certain TBC Accounts. (c) During the sixty-day period ended as of the date hereof, TBC purchased shares of the Common Stock in open market transactions, as follows:
REPORTING NO. OF SHARES PRICE PERSON PURCHASED PER SHARE TBC Accounts 05/03/96 40,000 $17 05/06/96 1,500 $17 05/14/96 5,000 $17 1/4 05/15/96 300 $17 1/4 05/16/96 27,900 $17 1/4
(d) To the best knowledge of TBC, each of the persons maintaining an account with TBC has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock held in said person's TBC Account. (e) TBC is no longer the beneficial owner of 5% of Common Stock as of May 20, 1996. 6 SIGNATURE Tweedy, Browne Company L.P., after reasonable inquiry and to the best of its knowledge and belief, hereby certifies that the information set forth in this Statement is true, complete and correct. TWEEDY, BROWNE COMPANY L.P. By ------------------------- Christopher H. Browne General Partner Dated: May 24, 1996 -----END PRIVACY-ENHANCED MESSAGE-----