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Previous: BARON CAPITAL TRUST, SB-2/A, 1998-05-15 |
Next: EAST WEST COMMUNICATIONS INC, NT 10-Q, 1998-05-15 |
As filed with the Securities and Exchange Commission on May 15, 1998
Registration No. 333-35063
U.S. Securities and Exchange Commission
Washington, D.C. 20549
AMENDMENT NO. 4
to
FORM SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Baron Capital Trust
(Name of small business issuer in its charter)
Delaware
State or jurisdiction of 6798 31-1574856
incorporation or (Primary Standard Industrial (I.R.S. Employer
organization) Classification Code Number) Identification No.)
Baron Capital Properties, L.P.
(Name of small business issuer in its charter)
Delaware
State or jurisdiction of 6798 31-1584691
incorporation or (Primary Standard Industrial (I.R.S. Employer
organization) Classification Code Number) Identification No.)
7826 Cooper Road Gregory K. McGrath
Cincinnati, Ohio 45242 7826 Cooper Road
(513) 984-5001 Cincinnati, Ohio 45242
(Address and telephone number (513) 984-5001
of principal executive offices (Name, address and telephone
and principal place of business) number of agent for service)
Copies to:
Dennis P. Spates, Esq.
Schoeman, Marsh & Updike, LLP
60 East 42nd Street, 39th Floor
New York, New York 10165
(212) 661-5030
Approximate date of proposed sale to the public: As soon as practicable after
the Registration Statement becomes effective.
<TABLE>
<CAPTION>
CALCULATION OF REGISTRATION FEE
- ----------------------------- ------------------- -------------------------- -------------------------- --------------------
Title of each class of Dollar amount to Proposed maximum Proposed maximum Amount of
securities to be registered be registered offering price per unit aggregate offering price registration fee
(1)
<S> <C> <C> <C> <C>
Common Shares of Beneficial $25,000,000 $10.00 $25,000,000 $7,576.00
Interest in Baron Capital
Trust
2,500,000 Units of Limited
Partnership Interest in Baron
Capital Properties, L.P. N/A N/A N/A N/A
2,500,000 additional Common N/A N/A N/A N/A
Shares of Beneficial Interest
in Baron Capital Trust into
which Units of Limited
Partnership Interest in Baron
Capital Properties, L.P.
will be exchangeable (2)
- ----------------------------- ------------------- -------------------------- -------------------------- --------------------
</TABLE>
(1) Previously paid.
(2) Such Units will be registered pursuant to a separate registration
statement.
The Registrant hereby amends this registration statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this registration statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the registration statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements of filing on Form SB-2 and authorized this Amendment No. 4
to the Registration Statement to be signed on its behalf by the undersigned, in
the City of Cincinnati, State of Ohio on May 15, 1998.
BARON CAPITAL TRUST
By: Baron Advisors, Inc.,
Managing Shareholder
By: /s/Gregory K. McGrath
-----------------------------
Gregory K. McGrath, President
BARON CAPITAL PROPERTIES, L.P.
By: Baron Capital Trust, General Partner
By: Baron Advisors, Inc.,
Managing Shareholder
By: /s/Gregory K. McGrath
-----------------------------
Gregory K. McGrath, President
In accordance with the requirements of the Securities Act of 1933, this
Amendment No. 4 to the Registration Statement was signed by the following person
in the capacity and on the date stated.
Name Title Date
---- ----- ----
/s/Gregory K. McGrath President of Baron Advisors, Inc.,
- --------------------- Managing Shareholder of Registrant
Gregory K. McGrath Baron Capital Trust May 15, 1998
/s/Gregory K. McGrath President of Baron Advisors, Inc.,
- --------------------- Managing Shareholder of Registrant
Gregory K. McGrath Baron Capital Trust, General Partner
of Registrant Baron Capital Properties,
L.P. May 15, 1998
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