FLAGSTAR BANCORP INC
SC 13G, 1999-07-12
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G
                                 (RULE 13D-102)

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
           TO RULES 13D-1(B) (C), AND (D) AND AMENDMENTS THERETO FILED
                            PURSUANT TO RULE 13D-2(B)

                               (AMENDMENT NO. 1 )*

                             FLAGSTAR BANCORP, INC.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                                  COMMON STOCK
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   337930 10 1
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

                                JANUARY 21, 1999
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

     *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).

                                Page 1 of 5 Pages
<PAGE>
CUSIP NO. 337930 10 1              13G                         Page 2 of 5 Pages


- --------- ======================================================================

1         NAMES OF REPORTING PERSONS:   Thomas J. Hammond

          I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

- --------------------------------------------------------------------------------
2         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

                                                                  (a)  |_|
                                                                  (b)  |_|
- --------------------------------------------------------------------------------
3         SEC USE ONLY

- --------------------------------------------------------------------------------
4         CITIZENSHIP OR PLACE OF ORGANIZATION

          United States of America
- --------------------------------------------------------------------------------
  NUMBER OF
   SHARES       5   SOLE VOTING POWER                              3,082,332
                                                                   ---------
               -----------------------------------------------------------------
 BENEFICIALLY
  OWNED BY      6   SHARED VOTING POWER                                    0
                                                                   ---------
               -----------------------------------------------------------------
    EACH
 REPORTING      7   SOLE DISPOSITIVE POWER                         3,082,332
                                                                   ---------
               -----------------------------------------------------------------
   PERSON       8   SHARED DISPOSITIVE POWER                               0
    WITH                                                           ---------
               -----------------------------------------------------------------
- --------------------------------------------------------------------------------
9         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                      3,082,332
- --------------------------------------------------------------------------------
10        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
          |X|
- --------------------------------------------------------------------------------
11        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                   22.5%
- --------------------------------------------------------------------------------
12        TYPE OF REPORTING PERSON*

                   IN
================================================================================

                      *SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
                                                               Page 3 of 5 Pages

ITEM 1(A). NAME OF ISSUER: Flagstar Bancorp, Inc.

ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICER:

           2600 Telegraph Road
           Bloomfield Hills, Michigan 48302-0968

ITEM 2(A). NAME OF PERSON(S) FILING:

     This  statement  is filed by Thomas J.  Hammond  with  respect to shares of
Common Stock beneficially owned by him.

ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
     Same as Item 1(b).

ITEM 2(C). CITIZENSHIP:
     United States of America.

ITEM 2(D). TITLE OF CLASS OF SECURITIES:
     Common Stock, par value $.01 per share

ITEM 2(E). CUSIP NUMBER:
     337930 10 1

ITEM 3. IF THIS  STATEMENT IS FILED  PURSUANT TO RULE  13D-1(B),  OR 13D-2(B) OR
(C):

     N/A

     If this statement is filed pursuant to Rule 13d-1(c), check this box.

ITEM 4. OWNERSHIP.

  (a)  Amount Beneficially Owned:         3,082,332
                                          ---------

       (This  statement  is  being  filed to  report  the sale by Mr.
       Hammond of  1,100,000  shares of common  stock on January  21,
       1999 and 125,000  shares of common  stock on January 26, 1999,
       each of which was  pursuant  to a  Prospectus  contained  in a
       Registration Statement on Form S-3 (SEC File No.

       333-69017)).

  (b)  Percent of Class:         22.5%
                                 ----

  (c)  Number of shares as to which such person has:

       (i)    Sole power to vote or to direct the vote:  3,082,332
       (ii)   Shares power to vote or to direct the vote:  0
       (iii)  Sole power to dispose or to direct the disposition of:  3,082,332
       (iv)   Shared power to dispose or to direct the disposition of:  0
<PAGE>
                                                               Page 4 of 5 Pages

     The foregoing  amounts do not include 962,913 shares (7.0%) of Common Stock
owned  solely  by Mr.  Hammond's  wife,  Janet G.  Hammond,  and as to which Mr.
Hammond disclaims beneficial ownership pursuant to Rule 13d-4.

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
     Not applicable.

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.

ITEM 9.  NOTICE OF DISSOLUTION OF GROUP.
     Not Applicable.

ITEM 10. CERTIFICATION.

     By signing below, the signatory in his individual  capacity certifies that,
to the best of his knowledge and belief,  the securities  referred to above 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.
<PAGE>
                                                               Page 5 of 5 Pages
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.

Dated: July 12, 1999

                                                     /s/ Thomas J. Hammond
                                                     ---------------------------
                                                     Thomas J. Hammond


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