SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
General Housewares Corp.
(Name of Issuer)
Common Stock, par value $.33-1/3
(Title of Class of Securities)
370073108
(Cusip Number)
John A. (Pete) Bricker, Jr.
1601 Elm Street, Suite 4000
Dallas, Texas 75201
(214)720-1688
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 18, 1999
(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(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
*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).
**The total number of shares of Stock reported herein is 15,600 shares, which
constitutes approximately 0.4% of the total number of shares outstanding. All
ownership percentages set forth herein assume that there are 4,027,912 shares of
Stock outstanding.
<PAGE>
1. Name of Reporting Person:
Sandera 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 (See Item 3)
5. Check box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: Texas
7. Sole Voting Power: -0-
Number of
Shares
Beneficially 8. Shared Voting Power: 100
Owned By
Each
Reporting 9. Sole Dispositive Power: -0-
Person
With
10. Shared Dispositive Power: 100
11. Aggregate Amount Beneficially Owned by Each Reporting Person:
100
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): <0.1%
14. Type of Reporting Person: PN
<PAGE>
1. Name of Reporting Person:
Newcastle 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 (See Item 3)
5. Check box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e):
/ /
6. Citizenship or Place of Organization: Texas
7. Sole Voting Power: -0-
Number of
Shares
Beneficially 8. Shared Voting Power: 15,500
Owned By
Each
Reporting 9. Sole Dispositive Power: -0-
Person
With
10. Shared Dispositive Power: 15,500
11. Aggregate Amount Beneficially Owned by Each Reporting Person:
15,500
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares:
/ /
13. Percent of Class Represented by Amount in Row (11): 0.4%
14. Type of Reporting Person: PN
<PAGE>
Pursuant to Rule 13d-2(a) of Regulation 13D-G of the General Rules and
Regulations under the Securities Exchange Act of 1934, as amended (the "Act"),
the undersigned hereby amend their Schedule 13D Statement dated April 8, 1998,
as amended by Amendment No. 1 dated May 15, 1998, as amended by Amendment No. 2
dated June 8, 1998, as amended by Amendment No. 3 dated July 14, 1998, as
amended by Amendment No. 4 dated July 21, 1998, as amended by Amendment No. 5
dated September 28, 1998, as amended by Amendment No. 6 dated November 17, 1998,
as amended by Amendment No. 7 dated May 26, 1999 (the "Schedule 13D"), relating
to the Common Stock, par value $.33-1/3 per share (the "Stock"), of General
Housewares Corp. Unless otherwise indicated, all defined terms used herein
shall have the same meanings respectively ascribed to them in the Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 is hereby amended and restated in its entirety as follows:
(a)
Reporting Persons
Sandera
Pursuant to Rule 13d-3(a), Sandera is the beneficial owner of 100
shares of the Stock, which constitutes less than 0.1% of the 4,027,912 shares of
the Stock outstanding.
Newcastle
Pursuant to Rule 13d-3(a), Newcastle is the beneficial owner of 15,500
shares of the Stock, which constitutes approximately 0.4% of the 4,027,912
shares of the Stock outstanding.
Controlling Persons
Each of (1) SCM, as the sole general partner of Sandera and (2)
Capital, as the sole general partner of SCM, may, pursuant to Rule 13d-3 of the
Act, be deemed to be the beneficial owner of 100 shares of the Stock, which
constitutes less than 0.1% of the 4,027,912 shares of the Stock outstanding.
In their capacities as controlling persons of Capital, each of Bricker
and C. Hunt may, pursuant to Rule 13d-3 of the Act, be deemed to be the
beneficial owner of 100 shares of the Stock, which constitutes less than 0.1% of
the 4,027,912 shares of the Stock outstanding.
In his capacity as a controlling person of Capital and as the sole
general partner of Newcastle, Schwarz may, pursuant to Rule 13d-3 of the Act, be
deemed to be the beneficial owner of 100 and 15,500 shares of the Stock,
respectively, which constitutes approximately 0.4% of the 4,027,912 shares of
the Stock outstanding.
Each of (1) Hunt Financial, as the majority equity owner of Capital,
and Hunt Group, as the sole general partner of Hunt Financial, may, pursuant to
Rule 13d-3 of the Act, be deemed to be the beneficial owner of 100 shares of the
Stock, which constitutes less than 0.1% of the 4,027,912 shares of the Stock
outstanding.
In their capacities as controlling persons of Hunt Group, each of (1)
C. Hunt, (2) Holland, and (3) L. Hunt, may, pursuant to Rule 13d-3 of the Act,
be deemed to be the beneficial owner of 100 shares of the Stock, which
constitutes less than 0.1% of the 4,027,912 shares of the Stock
outstanding.
To the best of the knowledge of each of the Reporting Persons, other
than as set forth above, none of the persons named in Item 2 herein is the
beneficial owner of any shares of the Stock.
(b)
Reporting Persons
Sandera
Acting through its general partner, SCM, Sandera has the shared power
to vote or to direct the vote and to dispose or to direct the disposition of 100
shares of the Stock.
Newcastle
Acting through its general partner, Schwarz, Newcastle has the shared
power to vote or to direct the vote and to dispose or to direct the disposition
of 15,500 shares of the Stock.
Controlling Persons
Acting through its general partner, Capital, SCM has the shared power
to vote or to direct the vote and to dispose or to direct the disposition of 100
shares of the Stock.
In their capacities as controlling persons of Capital, each of (1)
Bricker and (2) C. Hunt has the shared power to vote or to direct the vote and
to dispose or to direct the disposition of 100 shares of the Stock.
In his capacity as a controlling person of Capital and as the sole
general partner of Newcastle, Schwarz has the shared power to vote or to direct
the vote and to dispose or to direct the disposition of 15,600 shares of the
Stock.
Each of (1) Hunt Financial, as the majority equity owner of Capital,
and (2) Hunt Group, as the sole general partner of Hunt Financial, has the
shared power to vote or to direct the vote and to dispose or to direct the
disposition of 100 shares of the Stock.
In their capacities as controlling persons of Hunt Group, each of (1)
C. Hunt, (2) Holland, and (3) L. Hunt has the shared power to vote or to direct
the vote and to dispose or direct the disposition of 100 shares of the Stock.
(c) On June 18, 1999, Sandera sold 496,999 shares of Stock at $19.95
per share through an after hours brokerage transaction.
(d) Not applicable.
(e) On June 18, 1999, the Reporting Persons ceased to be the
beneficial owners of 5% or more of the Stock.
<PAGE>
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.
DATED: June 21, 1999
SANDERA PARTNERS, L.P.
By: Sandera Capital Management, L.P., its general partner
By: Sandera Capital, L.L.C., its general partner
By: /s/ John A. (Pete) Bricker, Jr.
John A. (Pete) Bricker, Jr., President
NEWCASTLE PARTNERS, L.P.
By: /s/ Mark E. Schwarz
Mark E. Schwarz, general partner
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
99.1 Agreement and Power of Attorney pursuant to Rule
13d-1(k)(1)(iii), previously filed.
99.2 Agreement and Power of Attorney pursuant to Rule
13d-1(k)(1)(iii), previously filed.
