SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. __)(1)
First Federal of Olathe Bancorp, Inc.
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(Name of Issuer)
Common Stock, $.01 par value per share
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(Title of Class of Securities)
32018A1QQ
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(CUSIP Number)
Noah Klarish, Esq., Noah Klarish & Associates, P.C.
One World Trade Center, 85th Fl., New York, NY 10048
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 28, 2000
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(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box |_|.
Note. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See Rule
13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 7 Pages)
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(1) 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 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>
CUSIP No. 32018AQQ SCHEDULE 13D Page 2 of 7 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Paul H. O'Leary
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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7 SOLE VOTING POWER
(includes 30,000 shares r/n/o/ Raffles
Associates, L.P. and 1,500 shares r/n/o
31,500 Channel Partnership II, L.P.)
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NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING (includes 30,000 shares r/n/o/ Raffles
PERSON Associates, L.P. and 1,500 shares r/n/o
WITH 31,500 Channel Partnership II, L.P.)
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,500
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.66%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1. Security and Issuer.
This statement relates to the Common Stock, $.01 par value per share
(the "Common Stock"), of First Federal of Olathe Bancorp., Inc., a Kansas
corporation (the "Issuer"). The Issuer maintains its principal executive office
at 100 East Park Street, Olathe, Kansas 66061.
Item 2. Identity and Background.
(a) This statement is filed by Paul H. O'Leary, an individual, in
his capacity as general partner of (i) Raffles Associates, L.P., a Delaware
limited partnership (the "Raffles Partnership") with respect to shares of the
Issuer's Common Stock held by it, and (ii) Channel Partnership II, L.P., a New
York limited partnership (the "Channel Partnership") with respect to shares of
the Issuer's Common Stock held by it. Paul H. O'Leary, the Raffles Partnership
and the Channel Partnership shall sometimes be collectively referred to herein
as the "Reporting Persons."
(b) The business addresses of Paul H. O'Leary, the Raffles
Partnership, and the Channel Partnership are all located at One Penn Plaza,
Suite 4720, New York, New York 10119. Mr. Paul O'Leary is the sole general
partner of the Raffles Partnership and is a co-general partner of the Channel
Partnership.
(c) The principal business of Paul H. O'Leary, the Raffles
Partnership and the Channel Partnership is securities investment.
(d) During the past five years, neither Mr. O'Leary, the Raffles
Partnership nor the Channel Partnership, nor any of their respective general
partners or controlling persons, have been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
(e) During the past five years, neither Mr. O'Leary, the Raffles
Partnership nor the Channel Partnership, nor any of their respective general
partners or controlling persons, have been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction resulting in their
being subject to a judgment, decree or final order enjoining any such person
from future violations of or prohibiting or mandating activities subject to
federal or state securities laws, or finding any violation of such laws by any
such person.
(f) Mr. O'Leary is a citizen of the United States of America.
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<PAGE>
Item 3. Source and Amount of Funds or Other Consideration.
The Raffles Partnership directly owns 30,000 shares of the Issuer's
Common Stock for which it paid $378,125 from its working capital. The Channel
Partnership directly owns 1,500 shares of the Issuer's Common Stock for which it
paid $18,937.50 from its working capital.
Item 4. Purpose of Transaction.
The Reporting Persons have acquired their shares of the Issuer's
Common Stock for investment. The Reporting Persons have no plans or proposals
which, other than as expressly set forth below, would relate to or would result
in: (a) the acquisition of additional securities of the Issuer or the
disposition of presently-owned securities of the Issuer; (b) any extraordinary
corporate transaction involving the Issuer; (c) a sale or transfer of a material
amount of assets of the Issuer; (d) any change in the present Board of Directors
or management of the Issuer; (d) any material change in the present
capitalization or dividend policy of the Issuer; (f) any material change in the
operating policies or corporate structure of the Issuer; (g) any change in the
Issuer's charter or by-laws; (h) the Common Stock of the Issuer ceasing to be
authorized to be quoted in the NASDAQ inter-dealer quotation system; or (i)
causing the Issuer becoming eligible for termination of registration pursuant to
Section 12(g) (4) of the Securities Exchange Act of 1934. The Reporting Persons,
however, reserve the right, at a later date, to effect one or more of such
changes or transactions.
Although the Reporting Persons have no present plans to purchase
additional shares of the Issuer's Common Stock or sell any of their shares of
the Issuer's Common Stock, they, either together or separately, may seek to
purchase additional shares of the Issuer's Common Stock or sell some or all of
their shares of the Issuer's Common Stock in the open market or in privately
negotiated transactions from or to one or more sellers or purchasers, as the
case may be, provided that, in accordance with their best judgment in light of
the circumstances existing at the time, such transactions present an attractive
(long or short term) opportunity for profit.
The Reporting Persons further reserve the right to act in concert
with any other shareholders of the Issuer, or other persons, for a common
purpose should they determine to do so, and/or to recommend courses of action to
management and the shareholders of the Issuer.
Item 5. Interest in Securities of the Issuer.
(a) The number of shares of the Issuer's Common Stock and the
percentage of the outstanding shares (based upon 556,328 shares outstanding as
reported in the Issuer's public filings) directly beneficially owned by each
Reporting Person is as follows:
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Percentage of
Name Number of Shares Outstanding Shares
- ---- ---------------- ------------------
Raffles Partnership 30,000 5.4%
Channel Partnership 1,500 0.3%
(b) Mr. O'Leary has sole power to vote and to dispose or to direct
the disposition of 31,500 shares of the Issuer's Common Stock.
(c) See Appendix 1 annexed hereto.
(d) Certain persons have the right to receive dividends from or the
proceeds of sale of certain of the shares of the Issuer's Common Stock included
in this statement. No such person individually has the right to receive
dividends or proceeds relating to shares of the Issuer's Common Stock
constituting more than 5% of the class of the Issuer's Common Stock.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Paul H. O'Leary may be deemed to have beneficial ownership and
control of the shares of the Issuer's Common Stock held by the Raffles
Partnership and the Channel Partnership by virtue of his serving as a general
partner of such entities. Mr. O'Leary disclaims beneficial ownership of a
portion of the shares of the Issuer's Common Stock held by the Raffles
Partnership and the Channel Partnership.
Other than as set forth above, the Reporting Persons have no
contracts, arrangements, understandings or relationships (legal or otherwise)
either amongst themselves or with any other persons with respect to the shares
of the Issuer's Common Stock.
Item 7. Material to be Filed as Exhibits.
None
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<PAGE>
Signatures
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: May 5, 2000
/s/ Paul H. O'Leary
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Paul H. O'Leary
RAFFLES ASSOCIATES, L.P.
By: /s/ Paul H. O'Leary
---------------------------------
Paul H. O'Leary, General Partner
CHANNEL PARTNERSHIP II, L.P.
By: /s/ Paul H. O'Leary
---------------------------------
Paul H. O'Leary, General Partner
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<PAGE>
APPENDIX 1
TRANSACTIONS IN FIRST FEDERAL OF OLATHE BANCORP, INC.
COMMON STOCK WITHIN THE
PAST 60 DAYS
All transactions were open market purchases and the commissions are
included in the price of the shares.
1. Raffles Partnership
No. of
Trade Shares Price Per Cost of
Date Purchased Share Purchases
---- --------- ----- ---------
04/12/00 10,000 $12.625 $126,250.00
04/12/00 10,000 12.5625 125,625.00
04/28/00 10,000 12.625 126,250.00
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30,000 $378,125.00
2. Channel Partnership
No. of
Trade Shares Price Per Cost of
Date Purchased Share Purchases
---- --------- ----- ---------
04/12/00 1,500 $12.625 $18,937.50
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