SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
METROCORP BANCSHARES, INC.
--------------------------------------------------
(Name of Issuer)
COMMON STOCK $1.00 PAR VALUE PER SHARE
--------------------------------------------------------
(Title of Class of Securities)
591650 10 6
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(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
*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>
CUSIP NO. 591650 10 6 13G Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HELEN F. CHEN
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A) [ ]
NONE
(B) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
5 SOLE VOTING POWER
NUMBER OF
SHARES 72,556
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 484,128
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 72,556
8 SHARED DISPOSITIVE POWER
484,128
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
556,684
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
Page 2 of 7
<PAGE>
CUSIP NO. 591650 10 6 13G Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
METRO INVESTMENT GROUP, INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A) [ ]
NONE
(B) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
5 SOLE VOTING POWER
NUMBER OF
SHARES 0
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 484,128
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 0
8 SHARED DISPOSITIVE POWER
484,128
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
484,128
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.8%
12 TYPE OF REPORTING PERSON*
CO
Page 3 of 7
<PAGE>
ITEM 1(A)
Name of issuer: The name of the issuer is MetroCorp Bancshares, Inc.
("Bancshares").
ITEM 1(B)
Address of issuer's principal executive offices: 9600 Bellaire Boulevard, Suite
252, Houston, Texas 77036
ITEM 2(A)
Name of person filing: The reporting persons are Helen F. Chen and Metro
Investment Group, Inc.
ITEM 2(B)
Address or principal business office or, if none, residence: The address of
Helen F. Chen is 9600 Bellaire Boulevard, Suite 252, Houston, Texas 77036 and
the address of Metro Investment Group, Inc. is 5511 Woodville Lane, Spring,
Texas 77379.
ITEM 2(C)
Citizenship: Helen F. Chen is a citizen of the United States of America and
Metro Investment Group, Inc. is organized in the State of Texas.
ITEM 2(D)
Title of class of securities: The class of securities of Bancshares owned
beneficially by Helen F. Chen and Metro Investment Group, Inc. is common stock,
$1.00 par value (the "Common Stock").
ITEM 2(E)
CUSIP Number: 591650 10 6
ITEM 3
Not applicable
ITEM 4. OWNERSHIP.
(a) Amount of securities beneficially owned by Helen F. Chen: 556,684 shares
of Common Stock, which includes 484,128 shares held of record by Metro
Investment Group, Inc., of which Ms. Chen is the President. Amount of
securities beneficially owned by Metro Investment Group, Inc.: 484,128
shares of Common Stock.
Page 4 of 7
<PAGE>
(b) The percent of the class of Common Stock beneficially owned by Helen F.
Chen is 7.8%. The percent of the class of Common Stock beneficially owned
by Metro Investment Group, Inc. is 6.8%.
(c) Number of shares as to which Helen F. Chen has:
(i) sole power to vote or to direct the vote: 72,556
(ii) shared power to vote or to direct the vote: 484,128
(iii) sole power to dispose or to direct the disposition of: 72,556
(iv) shared power to dispose or to direct the disposition of: 484,128
(d) Number of shares as to which Metro Investment Group has:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 484,128
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 484,128
ITEM 5. OWNERSHIP OF 5 PERCENT OR LESS OF A CLASS.
Not applicable
ITEM 6. OWNERSHIP OF MORE THAN 5 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.
Not applicable
Page 5 of 7
<PAGE>
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 14, 2000
----------------------
(Date)
/s/ HELEN F. CHEN
-----------------------
(Signature)
Helen F. Chen
------------------------
(Name/Title)
METRO INVESTMENT GROUP, INC.
By: /s/ HELEN F. CHEN
Helen F. Chen
Its: PRESIDENT
Page 6 of 7
<PAGE>
EXHIBIT 1
AGREEMENT
Pursuant to Rule 13d-1(k)(1), Metro Investment Group, Inc. affirms that it
is individually eligible to use Schedule 13G and agrees that the statements
filed pursuant to this Amendment No. 1 to Schedule 13G, to which this Agreement
is filed as an exhibit, are filed on its behalf.
METRO INVESTMENT GROUP, INC.
By: /s/ HELEN F. CHEN
--------------------
Helen F. Chen
Its: PRESIDENT
Page 7 of 7
