SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
CAPITAL FACTORS HOLDING, INC.
_________________________________
(Name of Issuer)
Common Stock, $.01 Par Value
__________________________________
(Title of Class of Securities)
139905 10 3
__________________________________
(CUSIP Number)
The information required on the remainder of this cover page shall
not be deemed "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 (the "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).
Page 1 of 8 pages
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CUSIP No. 139905 10 3
(1) Names of Reporting Persons: Fana Holtz
S.S. or I.R.S. Identification Nos. of Above Persons:
(2) Check the Appropriate Box if a Member of a Group
(See Instructions) (a) [X] (b) [ ]
(3) SEC Use Only
(4) Citizenship or Place of Organization: U.S.A.
Number of (5) Sole Voting Power: 0 (1)
Shares Bene-
ficially (6) Shared Voting Power: 3,680,000(1)
Owned by
Each Report- (7) Sole Dispositive Power: 0 (1)
ing Person
With (8) Shared Dispositive Power: 3,680,000(1)
(9) Aggregate Amount Beneficially Owned by
Each Reporting Person: 3,680,000(1)
(10) Check if the Aggregate Amount in Row (9)
Excludes Certain Shares [ ]
(11) Percent of Class Represented by Amount in Row (9): 29.9%(1)
(12) Type of Reporting Person: IN
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(1) Fana Holtz is the beneficial owner of approximately 36.8% of
the outstanding shares of Capital Bancorp, which is the
parent company of Capital Bank. Capital Bank is the direct
owner of approximately 81.3% of the outstanding Common Stock
of Capital Factors Holding, Inc. ("Capital Factors"). This
report is filed solely by reason of the beneficial ownership
by Fana Holtz of shares in Capital Bancorp. The 29.9% of
shares of Capital Factors that are reported herein as
beneficially owned has been computed by multiplying 36.8% by
the 81.3% of the shares of Capital Factors owned by Capital
Bank. However, Fana Holtz disclaims beneficial ownership of
any Capital Factors shares.
Page 2 of 8 pages
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CUSIP No. 139905 10 3
(1) Names of Reporting Persons: Daniel Holtz
S.S. or I.R.S. Identification Nos. of Above Persons:
(2) Check the Appropriate Box if a Member of a Group:
(See Instructions) (a) [X] (b) [ ]
(3) SEC Use Only:
(4) Citizenship or Place of Organization: U.S.A.
Number of (5) Sole Voting Power: 0 (2)
Shares Bene-
ficially (6) Shared Voting Power: 640,000(2)
Owned by
Each Report- (7) Sole Dispositive Power: 0 (2)
ing Person
With (8) Shared Dispositive Power: 640,000(2)
(9) Aggregate Amount Beneficially Owned by
Each Reporting Person: 640,000 (2)
(10) Check if the Aggregate Amount in Row (9)
Excludes Certain Shares: [ ]
(11) Percent of Class Represented by Amount in Row (9) 5.2%(2)
(12) Type of Reporting Person: IN
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(2) Daniel Holtz is the beneficial owner of approximately 6.4% of
the outstanding shares of Capital Bancorp, which is the
parent company of Capital Bank. Capital Bank is the direct
owner of approximately 81.3% of the outstanding Common Stock
of Capital Factors Holding, Inc. ("Capital Factors"). This
report is filed solely by reason of the beneficial ownership
by Daniel Holtz of shares in Capital Bancorp. The 5.2% of
shares of Capital Factors that are reported herein as
beneficially owned has been computed by multiplying 6.4% by
the 81.3% of the shares of Capital Factors owned by Capital
Bank. However, Daniel Holtz disclaims beneficial ownership
of any Capital Factors shares.
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CUSIP No. 139905 10 3
(1) Names of Reporting Persons: Javier Holtz
S.S. or I.R.S. Identification Nos. of Above Persons:
(2) Check the Appropriate Box if a Member of a Group:
(See Instructions) (a) [X] (b) [ ]
(3) SEC Use Only:
(4) Citizenship or Place of Organization: U.S.A.
Number of (5) Sole Voting Power: 0(3)
Shares Bene-
ficially (6) Shared Voting Power: 380,000(3)
Owned by
Each Report- (7) Sole Dispositive Power: 0 (3)
ing Person
With (8) Shared Dispositive Power: 380,000 (3)
(9) Aggregate Amount Beneficially Owned by
Each Reporting Person: 380,000 (3)
(10) Check if the Aggregate Amount in Row (9)
Excludes Certain Shares: [ ]
(11) Percent of Class Represented by Amount in Row (9): 3.1% (3)
(12) Type of Reporting Person: IN
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(3) Javier Holtz is the beneficial owner of approximately 3.8% of
the outstanding shares of Capital Bancorp, which is the
parent company of Capital Bank. Capital Bank is the direct
owner of approximately 81.3% of the outstanding Common Stock
of Capital Factors Holding, Inc. ("Capital Factors"). This
report is filed solely by reason of the beneficial ownership
by Javier Holtz of shares in Capital Bancorp. The 3.1% of
shares of Capital Factors that are reported herein as
beneficially owned has been computed by multiplying 3.8% by
the 81.3% of the shares of Capital Factors owned by Capital
Bank. However, Javier Holtz disclaims beneficial ownership
of any Capital Factors shares.
Page 4 of 8 pages
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Item 1(a). Name of Issuer:
CAPITAL FACTORS HOLDING, INC.
Item 1(b). Address of Issuer's Principal Executive Offices:
1799 West Oakland Park Boulevard
Fort Lauderdale, Florida 33311
Item 2(a). Name of Person Filing:
Fana Holtz
Daniel Holtz
Javier Holtz
Item 2(b). Address of Principal Business Office:
For each of the following persons:
1221 Brickell Avenue, 12th Floor
Miami, Florida 33131
Item 2(c). Citizenship:
For each of the following persons:
U.S.A.
Item 2(d). Title of Class of Securities:
Common Stock, $.01 Par Value
Item 2(e). CUSIP Number:
139905 10 3
Item 3. If this statement is filed pursuant to Rules
13d-1(b), or 13d-2(b), identify the status of the
person filing.
Not applicable.
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Item 4. Ownership.
For Fana Holtz:
(a) Amount Beneficially Owned: 3,680,000 shares (1)
(b) Percent of Class: 29.9% (1)
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 0(1)
(ii) shared power to vote or to direct
the vote: 3,680,000(1)
(iii) sole power to dispose or to direct
the disposition of: 0(1)
(iv) shared power to dispose or to direct
the disposition of: 3,680,000(1)
For Daniel Holtz:
(a) Amount Beneficially Owned: 640,000 shares (2)
(b) Percent of Class: 5.2% (2)
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 0(2)
(ii) shared power to vote or to direct
the vote: 640,000(2)
(iii) sole power to dispose or to direct
the disposition of: 0
(iv) shared power to dispose or to direct
the disposition of: 640,000(2)
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(1) Fana Holtz is the beneficial owner of approximately 36.8% of
the outstanding shares of Capital Bancorp, which is the
parent company of Capital Bank. Capital Bank is the direct
owner of approximately 81.3% of the outstanding Common Stock
of Capital Factors Holding, Inc. ("Capital Factors"). This
report is filed solely by reason of the beneficial ownership
by Fana Holtz of shares in Capital Bancorp. The 29.9% of
shares of Capital Factors that are reported herein as
beneficially owned has been computed by multiplying 36.8% by
the 81.3% of the shares of Capital Factors owned by Capital
Bank. However, Fana Holtz disclaims beneficial ownership of
any Capital Factors shares.
(2) Daniel Holtz is the beneficial owner of approximately 6.4% of
the outstanding shares of Capital Bancorp, which is the
parent company of Capital Bank. Capital Bank is the direct
owner of approximately 81.3% of the outstanding Common Stock
of Capital Factors Holding, Inc. ("Capital Factors"). This
report is filed solely by reason of the beneficial ownership
by Daniel Holtz of shares in Capital Bancorp. The 5.2% of
shares of Capital Factors that are reported herein as
beneficially owned has been computed by multiplying 6.4% by
the 81.3% of the shares of Capital Factors owned by Capital
Bank. However, Daniel Holtz disclaims beneficial ownership
of any Capital Factors shares.
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For Javier Holtz:
(a) Amount Beneficially Owned: 380,000 shares (3)
(b) Percent of Class: 3.1% (3)
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 0(3)
(ii) shared power to vote or to direct the vote: 380,000(3)
(iii) sole power to dispose or to direct the
disposition of: 0(3)
(iv) shared power to dispose or to direct the
disposition of: 380,000(3)
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class of securities, check the
following [ ].
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not applicable.
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.
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(3) Javier Holtz is the beneficial owner of approximately 3.8% of
the outstanding shares of Capital Bancorp, which is the
parent company of Capital Bank. Capital Bank is the direct
owner of approximately 81.3% of the outstanding Common Stock
of Capital Factors Holding, Inc. ("Capital Factors"). This
report is filed solely by reason of the beneficial ownership
by Javier Holtz of shares in Capital Bancorp. The 3.1% of
shares of Capital Factors that are reported herein as
beneficially owned has been computed by multiplying 3.8% by
the 81.3% of the shares of Capital Factors owned by Capital
Bank. However, Javier Holtz disclaims beneficial ownership
of any Capital Factors shares.
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Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
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.
February 12, 1997 /s/ Fana Holtz
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Fana Holtz
February 12, 1997 /s/ Daniel Holtz
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Daniel Holtz
February 12, 1997 /s/ Javier Holtz
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Javier Holtz
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