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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No.: *
Name of Issuer: SC Bancorp
Title of Class of Securities: Common Stock, no par value
CUSIP Number: 783 880 107
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Bennett Lindenbaum, c/o Basswood Partners, 52 Forest Avenue,
Paramus, NJ 07652; (201) 843-3644
(Date of Event which Requires Filing of this Statement)
September 1, 1995
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 line if a fee is being paid with this
statement X. (A fee is not required only if the filing 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
class. See Rule 13d-7).
*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).
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CUSIP No. 923 214 100
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Basswood Partners, L.P.
2. Check the Appropriate Box if a Member of a Group
a.
b. x
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
467,209
9. Sole Dispositive Power:
467,209
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned by Each Reporting Person
467,209
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)
6.3%
14. Type of Reporting Person
PN
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1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Matthew Lindenbaum ###-##-####
2. Check the Appropriate Box if a Member of a Group
a.
b. x
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
U.S.A.
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
467,209
9. Sole Dispositive Power:
10. Shared Dispositive Power:
467,209
11. Aggregate Amount Beneficially Owned by Each Reporting Person
467,209
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)
6.3%
14. Type of Reporting Person
PN
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1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Bennett Lindenbaum ###-##-####
2. Check the Appropriate Box if a Member of a Group
a.
b. x
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
U.S.A.
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
467,209
9. Sole Dispositive Power:
10. Shared Dispositive Power:
467,209
11. Aggregate Amount Beneficially Owned by Each Reporting Person
467,209
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)
6.3%
14. Type of Reporting Person
PN
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Item 1. Security and Issuer
The title of the class of equity securities to which
this statement relates is: Common Stock, no par value,
in SC Bancorp.
The name and address of the principal executive and
business office of the Issuer is:
SC Bancorp
3800 East La Palma Avenue
Anaheim, California 92807-1798.
Item 2. Identity and Background
This statement is being filed on behalf of Basswood
Partners, L.P. ("Basswood"), a Delaware limited
partnership, and Matthew and Bennett Lindenbaum, the
sole principals of Basswood Management, Inc., Basswood's
general partner. Basswood's principal office is at 52
Forest Avenue, Paramus, NJ 07652. Basswood is the
general partner of Basswood Financial Partners, L.P.
("the Partnership"), and advises several managed
accounts.
Neither Matthew Lindenbaum nor Bennett Lindenbaum have,
during the last five years, been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors). Neither Matthew Lindenbaum nor Bennett
Lindenbaum have, during the last five years, been a
party to a civil proceeding of a judicial or
administrative body of competent jurisdiction which
resulted in a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws
or finding any violations with respect to such laws.
Matthew Lindenbaum and Bennett Lindenbaum are citizens
of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
As of the date hereof, Basswood, Matthew Lindenbaum and
Bennett Lindenbaum are deemed to beneficially own
467,209 shares of Common Stock (the "Shares"), no par
value, in SC Bancorp. All 467,209 Shares are held by
the Partnership or by managed accounts over which
Basswood, Matthew Lindenbaum and Bennett Lindenbaum have
investment discretion. The Shares were purchased in
open market transactions at an aggregate cost of
$2,350,977. The funds for the purchase of the Shares
held in the Partnership and the managed accounts over
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which Basswood, Matthew Lindenbaum and Bennett
Lindenbaum have investment discretion have come from the
Partnership's working capital or each account's own
funds. The Partnership's working capital includes the
proceeds of margin loans entered into in the ordinary
course of business with Goldman, Sachs & Co., such loans
being secured by the securities owned by it.
Item 4. Purpose of Transactions.
The Shares beneficially owned by Basswood, Matthew
Lindenbaum and Bennett Lindenbaum were acquired for, and
are being held for, investment purposes. Basswood,
Matthew Lindenbaum and Bennett Lindenbaum have no plan
or proposal which relates to, or would result in, any of
the actions enumerated in Item 4 of the instructions to
Schedule 13D.
Item 5. Interest in Securities of Issuer.
As of the date hereof, Basswood, Matthew Lindenbaum and
Bennett Lindenbaum are deemed to be the beneficial
owners of 467,209 Shares. Based on information received
from the Company, there are believed to be 7,468,505
Shares outstanding. Therefore, Basswood, Matthew
Lindenbaum and Bennett Lindenbaum beneficially own 6.3%
of the outstanding Shares. Basswood, Matthew Lindenbaum
and Bennett Lindenbaum have the power to vote, direct
the vote, dispose of or direct the disposition of all
the Shares that they are deemed to beneficially own.
All transactions in the Shares effected by the Reporting
Person during the past sixty days were effected in open-
market transactions and are set forth in Exhibit B
hereto.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
None of Basswood, Matthew Lindenbaum or Bennett
Lindenbaum have any contract, arrangement, understanding
or relationship with any person with respect to the
Shares.
Item 7. Material to be Filed as Exhibits.
1. An agreement relating to the filing of a joint
statement as required by Rule 13d-1(f) under
the Securities Exchange Act of 1934 is filed
herewith as Exhibit A.
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2. A description of the transactions in the
Shares that were effected by the reporting
persons during the past 60 days is filed
herewith as Exhibit B.
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Signature
The undersigned, after reasonable inquiry and to
the best of their knowledge and belief, certify that the
information set forth in this statement is true, complete
and correct.
BASSWOOD PARTNERS, L.P.
By: Basswood Management, Inc.,
its General Partner
By: /s/ Matthew Lindenbaum
_____________________________
Matthew Lindenbaum, President
/s/ Matthew Lindenbaum
_________________________________
Matthew Lindenbaum
/s/ Bennett Lindenbaum
_________________________________
Bennett Lindenbaum
September 8, 1995
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Exhibit A
AGREEMENT
The undersigned agree that this Schedule 13D dated
September 8, 1995 relating to the Common Stock of SC Bancorp
shall be filed on behalf of the undersigned.
BASSWOOD PARTNERS, L.P.
By: Basswood Management, Inc.,
its General Partner
By: /s/ Matthew Lindenbaum
_____________________________
Matthew Lindenbaum, President
/s/ Matthew Lindenbaum
_________________________________
Matthew Lindenbaum
/s/ Bennett Lindenbaum
_________________________________
Bennett Lindenbaum
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Exhibit B
SCHEDULE OF TRANSACTIONS
Price Per Share
Date Shares Acquired (Including Commission)
____ _______________ ____________________
8/01/95 11,870 $5.1850
8/29/95 7,600 5.3100
8/30/95 9,000 5.3100
8/31/95 3,600 5.3100
9/01/95 39,424 6.1216
9/06/95 70,000 6.0946
00705001.AL0
