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)
CHASTAIN CAPITAL CORPORATION
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
161697-10-7
(CUSIP Number)
April 28, 1998
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
__X__ Rule 13d-1(b)
_____ Rule 13d-1(c)
_____ Rule 13d-1(d)
<PAGE>
CUSIP NO. 161697-10-7 13G Page 2 of 9 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Friedman, Billings, Ramsey Group, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) __
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
NUMBER OF 5 SOLE VOTING POWER
SHARES 700,000
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 700,000
PERSON WITH 8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* __
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.8%
12 TYPE OF REPORTING PERSON*
HC
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 161697-10-7 13G Page 3 of 9 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Friedman, Billings, Ramsey Group, Inc. Voting Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
NUMBER OF 5 SOLE VOTING POWER
SHARES 700,000
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 700,000
PERSON WITH 8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.8%
12 TYPE OF REPORTING PERSON*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 161697-10-7 13G Page 4 of 9 Pages
1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS
Eric F. Billings
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 700,000
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON WITH 8 SHARED DISPOSITIVE POWER
700,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.8%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 161697-10-7 13G Page 5 of 9 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Emanuel J. Friedman
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 700,000
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON WITH 8 SHARED DISPOSITIVE POWER
700,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.8%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 161697-10-7 13G Page 6 of 9 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
W. Russell Ramsey
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 700,000
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON WITH 8 SHARED DISPOSITIVE POWER
700,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
700,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.8%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer.
CHASTAIN CAPITAL CORPORATION
Item 1(b). Address of Issuer's Principal Executive Offices.
3424 Peachtree Road, N.E., Suite 800, Atlanta,
Georgia 30326
Item 2(a). Name of Persons Filing.
Friedman, Billings, Ramsey Group, Inc.
Item 2(b). Address of Principal Business Office or, if None,
Residence.
1001 19th Street North, Arlington, Virginia
22209-1710
Item 2(c). Citizenship.
Virginia
Item 2(d). Title of Class of Securities.
Common Stock
Item 2(e). CUSIP Number.
585165103
Item 3 If this statement is filed pursuant to Rules
13d-1(b) or 13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or dealer registered under Section
15 of the Exchange Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the
Exchange Act.
(c) [ ] Insurance company as defined in Section
3(a)(19) of the Exchange Act.
(d) [ ] Investment company registered under
Section 8 of the Investment Company Act.
(e) [ ] Investment advisor in accordance with
Rule 13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment
fund in accordance with Rule
13d-1(b)(1)(ii)(F).
(g) [X ] A parent holding company or control
person in accordance with Rule
13d-1(b)(1)(ii)(G).
(h) [ ] A savings association as defined in
Section 3(b) of the Federal Deposit
Insurance Act.
(i) [ ] A church plan that is excluded from the
definition of an investment company under
Section 3(c)(14) of the Investment
Company Act.
(j) [ ] Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this
box. ___
<PAGE>
Item 4. Ownership.
(a) Amount Beneficially Owned: 700,000
(b) Percent of Class: 7.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote -
700,000
(ii) shared power to vote or to direct the vote - 0
(iii) sole power to dispose of or to direct the
disposition of - 700,000
(iv) shared power to dispose of or to direct the
disposition of - 0
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.
FBR Asset Investment Corporation, a Virginia
corporation, managed by Friedman, Billings, Ramsey
Investment Management, Inc.
Item 7. Identification and Classification of the Subsidiaries
Which Acquired the Security Being Reported on by the
Parent Holding Company.
Friedman, Billings, Ramsey Investment Management, Inc.
3(e)
Friedman, Billings, Ramsey & Co., Inc.
3(a)
Item 8. Identification and Classification of Members of the
Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
<PAGE>
Item 10. Certification.
By signing below I certify that, to the best of my
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.
Signature
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 7, 1998 FRIEDMAN, BILLINGS, RAMSEY GROUP, INC.
By: /s/ Emanuel J. Friedman
Emanuel J. Friedman
Chairman and Chief Executive Officer
Dated: May 7, 1998 FRIEDMAN, BILLINGS, RAMSEY GROUP, INC.
VOTING TRUST
By: /s/ Eric F. Billings
Eric F. Billings Trustee
By: /s/ Emanuel J. Friedman
Emanuel J. Friedman Trustee
By: /s/ W. Russell Ramsey
W. Russell Ramsey Trustee
Dated: May 7, 1998 By: /s/ Eric F. Billings
Eric F. Billings
Dated: May 7, 1998 By: /s/ Emanuel J. Friedman
Emanuel J. Friedman
Dated: May 7, 1998 By: /s/ W. Russell Ramsey
W. Russell Ramsey
<PAGE>
EXHIBIT 1
JOINT FILING AGREEMENT AMONG FRIEDMAN, BILLINGS, RAMSEY GROUP,
INC.; FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. VOTING TRUST;
ERIC F. BILLINGS; EMANUEL J. FRIEDMAN AND W. RUSSELL RAMSEY
WHEREAS, in accordance with Rule 13d-1(k)(1) under the
Securities and Exchange Act of 1934 (the "Act"), only one joint
statement and any amendments thereto need to be filed whenever
one or more persons are required to file such a statement or any
amendments thereto pursuant to Section 13(d) of the Act with
respect to the same securities, provided that said persons agree
in writing that such statement or amendments thereto are filed on
behalf to each of them:
NOW, THEREFORE, the parties hereto agree as follows:
FRIEDMAN, BILLINGS, RAMSEY GROUP, INC.; FRIEDMAN, BILLINGS,
RAMSEY GROUP, INC. VOTING TRUST; ERIC F. BILLINGS; EMANUEL J.
FRIEDMAN AND W. RUSSELL RAMSEY hereby agree, in accordance with
13d-1(k)(1) under the Act, to file a statement on Schedule 13G
relating to their ownership of Common Stock of the Issuer and do
hereby further agree that said statement shall be filed on behalf
of each of them.
Dated: May 7, 1998 FRIEDMAN, BILLINGS, RAMSEY GROUP, INC.
By: /s/ Emanuel J. Friedman
Emanuel J. Friedman
Chairman and Chief Executive
Officer
Dated: May 7, 1998 FRIEDMAN, BILLINGS, RAMSEY GROUP, INC.
VOTING TRUST
By: /s/ Eric F. Billings
Eric F. Billings Trustee
By: /s/ Emanuel J. Friedman
Emanuel J. Friedman Trustee
By: /s/ W. Russell Ramsey
W. Russell Ramsey Trustee
Dated: May 7, 1998 By: /s/ Eric F. Billings
Eric F. Billings
Dated: May 7, 1998 By: /s/ Emanuel J. Friedman
Emanuel J. Friedman
Dated: May 7, 1998 By: /s/ W. Russell Ramsey
W. Russell Ramsey
