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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 28)
CALPROP CORPORATION
(Name of Issuer)
Common Stock, No par value per share
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(Title of Class of Securities)
13152 106
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(CUSIP Number)
Mark F. Spiro
Calprop Corporation
13160 Mindanao Way, Suite 180, Marina Del Rey, California 90292
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 16, 1998
(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 which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box / /.
Check the following box if a fee is being paid with this statement / /. (A
fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*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 ("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).
(Continued on following page(s)
Page 1 of 6 Pages
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CUSIP No. 131352 106 Page 2 of 6 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
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(2) Check the Appropriate Box if a Member of a Group* (a) / /
(b) / /
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(3) SEC Use Only
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(4) Source of Funds*
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
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(6) Citizenship or Place of Organization
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Number of Shares (7) Sole Voting Power
Beneficially Owned
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting Power
1,118,367 (Does not include unexercised
option for 12,500)
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(9) Sole Dispositive Power
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(10) Shared Dispositive Power
1,118,367 (Does not include unexercised
option for 12,500)
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,130,867
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
10.5%
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(14) Type of Reporting Person*
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*SEE INSTRUCTION BEFORE FILLING OUT!
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Page 3
ITEM 1. SECURITY AND ISSUER.
This statement relates to shares of Common Stock no par value ("Common
Stock") of Calprop Corporation, a California Corporation (the "Company"). The
principal executive offices of the Company are located at 13160 Mindanao Way,
St. 180, Marina Del Rey, CA 90292.
ITEM 2. IDENTITY AND BACKGROUND.
This Amendment is being filed by John L. Curci. The information required
by Item 2 of Regulation 240.l3d-l0l follows:
l. (a) Name: John L. Curci
(b) Residence: 717 Lido Park Drive
Lido Peninsula
Newport Beach, California 92663
(c) Present employment: Partner, Curci-Turner Company.
(d) Criminal convictions: During the last five years, Mr. Curci
has not been convicted in any criminal proceeding (excluding traffic
violations and similar misdemeanors.
(e) Civil proceedings: During the last five years, Mr. Curci
was not a party to any civil proceeding of a judicial or administrative body
of competent jurisdiction as a result of which Mr. Curci was or is subject to
a judgment decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state of, or
prohibiting or mandating activities subject to , federal or state securities
laws or finding any violation with respect to such laws.
(f) Citizenship: Mr. Curci is a citizen of the United States
of America.
2. (a) Name:
(b) Residence:
(c) Present employment:
(d) Criminal convictions:
(e) Civil proceedings:
(f) Citizenship:
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
As of November 1, 1998 the date of the most recent filing of Schedule l3D,
Mr. Curci directly or beneficially owned 1,118,367 shares of Common stock.
Mr. Curci, as trustee, made the following purchases during the month of
October , 1998 on behalf of the John L. Curci Trust:
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Page 4
<TABLE>
<CAPTION>
NUMBER OF DATE METHOD OF CONSIDERATION
SHARES ACQUIRED ACQUISITION PAID
--------- -------- ----------- -------------
<S> <C> <C> <C>
750,000 10/5/98 Purchase $ 1,050,000
</TABLE>
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Page 5
ITEM 4. PURPOSE OF TRANSACTION
All of the additional shares of Common Stock acquired by Mr. Curci were
acquired for investment purposes and not with a view toward distribution. Mr.
Curci does not have any plans or proposals which relate to or would result in
any action or event described in clauses (a) through (f) of Item 4 under
Regulation 240.l3d-l0l.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Mr. Curci's as Trustee owns 1,012,967 shares of Common Stock. Mr.
Curci also holds the 105,400 shares of Common stock as Manager for the
benefit of his children. The total of the foregoing amount, shares,
constitutes 1,118,367 of the outstanding common stock. In addition, Mr. Curci
holds currently exercisable options for the purchase of 12,500 shares of
Common Stock.*
(b) Mr. Curci has the right to vote the 1,012967 shares of Common Stock
held in the John L. Curci Trust and the 105,400 shares of common stock held
in the JAMS Partnership. .
(c) Transactions involving the common stock are described in Item 3.
* In 1991 and 1997 Mr. Curci was granted options for the purchase of an
aggregate of 12,500 shares of Common Stock of Calprop Corporation, that
are presently vested and unexercised.
(d) No person other than Mr. John L. Curci has the right to receive or
the power to direct the receipt of dividends from, or the proceeds from the
sale of, the Common Stock described in paragraph (a) above, except that with
respect to the 105,400 shares of Common Stock held by Mr. Curci as trustee,
the right to receive and the power to direct the receipt of dividends from,
and the proceeds from the sale of, such shares, is governed by the terms of
the applicable partnership agreement.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE
ISSUER.
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Page 6
Except as described above, Mr. Curci is not a party to any contract,
arrangement, understanding or relationship with respect to securities of the
Company of the type described in Item 6 of Regulation 240.l3d-l0l.
ITEM 7. EXHIBITS.
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.
Date: November 18, 1998 /s/ MARK F. SPIRO
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Mark F. Spiro
Vice President, Corporate Secretary
