UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington. D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _____)*
SUNRISE BANCORP
____________________________________________________
(Name of Issuer)
COMMON STOCK
____________________________________________________________________________
(Title of Class of Securities)
86768F107
_____________________________________
(CUSIP Number)
Philip V. Oppenheimer 119 West 57th St. New York, NY 10019 (212) 489-7527
_________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
June 6, 1996
_________________
(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 the statement_X_. (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).
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SCHEDULE 13D
CUSIP NO. 86768F107
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OPPENHEIMER-SPENCE FINANCIAL SERVICES PARTNERSHIP L.P.
13-3747447
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___
(b)___
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS ____
IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
7 SOLE VOTING POWER
NUMBER OF
SHARES 220,778
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING PERSON 9 SOLE DISPOSITIVE POWER
220,778
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
220,778
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ____
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
14 TYPE OF REPORTING PERSON*
PN
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Item 1. Security and Issuer.
This statement relates to the Common Stock of Sunrise
Bancorp (the "Issuer"). The Issuer's principal executive offices are
located at 5 SierraGate Plaza Roseville, California 95678.
Item 2. Identity and Background.
(a) The name of the person filing this statement is Oppenheimer-
Spence Financial Services Partnership L.P. a Delaware limited partnership
(the "Partnership"), Philip V. Oppenheimer and John W. Spence III, and P.
Oppenheimer Administrative Corp., a Delaware corporation, which is
controlled by Philip V. Oppenheimer, are the general partners of the
Partnership.
(b) The principal business address of the Partnership, Philip V.
Oppenheimer and P. Oppenheimer Administrative Corp. is 119 West 57th Street,
New York, New York 10019. The principal business address of John W. Spence
III is 4712 Clendenin Nashville, Tennessee 37220.
(c) The principal business of the Partnership is to purchase,
sell, trade and invest in securities. The principal business of P.
Oppenheimer & Administrative Corp. is the furnishing of administrative
support for the limited partnerships for which it is a general partner. The
principal business of Philip V. Oppenheimer is to serve as an executive
officer of P. Oppenheimer & Associates Inc. and as a general partner of the
Partnership. Philip V. Oppenheimer is the sole executive officer, director
and shareholder of P. Oppenheimer Administrative Corp. The principal
business of John W. Spence III is to serve as a general partner of the
Partnership, as the general partner of Spence Limited, L.P., and to publish
a monthly news letter covering financial services.
(d) During the last five years, none of the persons or entities
listed in the response to Item 2 (a) above has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, none of the persons or entities
listed in the response to Item 2 (a) above was a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a
result of such proceeding 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 securities laws or finding any violation with
respect to such laws.
(f) Philip V. Oppenheimer and John W. Spence III are citizens of
the United States of America.
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Item 3. Source and Amount of Funds or Other Consideration.
The Partnership used $550,013.18 of its own liquid funds and
from its margin account at Pershing to acquire 200,578 shares of the
Issuer's Common Stock between January 13, 1995 and March 11, 1996.
The Partnership used $15,262.00 from its margin account at
Pershing to acquire 5,200 shares of the Issuer's Common Stock on May 15,
1996.
The Partnership used $42,150.00 from its margin account at
Pershing to acquire the 15,000 shares of the Issuer's Common Stock it
acquired on June 6, 1996.
Item 4. Purpose of the Transaction.
The reporting persons have acquired their shares of the
Common Stock of the Issuer for the purpose of investment. The reporting
persons do not intend to seek control of the Issuer. Depending on market
conditions and other factors that they may deem material, the reporting
persons may purchase additional shares of the Issuer's Common Stock or may
dispose of all or a portion of the Issuer's Common Stock they now own or may
hereafter acquire
Item 5. Interest in Securities of the Issuer.
(a) The Partnership owns 220,778 shares of the Issuer's Common
Stock. Based upon 4,263,298 shares of the Issuer's Common Stock issued and
outstanding on March 31, 1996 the Partnership's ownership represents 5.179%
of the class. Philip V. Oppenheimer and P. Oppenheimer & Administrative
Corp. do not directly own any shares of the Issuer's Common Stock, but have
shared power with John W. Spence III to vote and dispose of the shares owned
by the Partnership.
(b) The Partnership has sole voting and dispositive power for
the 220,778 shares of the Issuer it currently owns and Philip V.
Oppenheimer, John W. Spence III and the P. Oppenheimer Administrative Corp.
share voting and dispositive power with respect to shares owned by the
Partnership. The Partnership is controlled by Philip V. Oppenheimer and
John W. Spence III.
(c) The Partnership acquired 5,200 shares of the Issuer's Common
Stock on May 15, 1996, at a price (excluding commissions) of $2.875 per
share. All of such shares were acquired in open-market purchases over-the-
counter.
The Partnership acquired 15,000 shares of the Issuer's
Common Stock on June 6, 1996 at a price (excluding commissions) of $2.75 per
share. All of such shares were acquired in open-market purchases over-the-
counter.
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(d) No person other than the Partnership, acting through Philip
V. Oppenheimer, John W. Spence III, and P. Oppenheimer Administrative Corp.
as general partners, has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the shares of
the Issuer's Common Stock owned by the Partnership.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
None.
Item 7. Material to Be Filed as Exhibits.
EXHIBIT 1: Joint filing agreement among Oppenheimer-Spence
Financial Services Partnership L.P., Philip V. Oppenheimer, and John W.
Spence III.
Signature
_________
After reasonable inquiry and to the best of my knowledge and
belief, the Partnership, Philip V. Oppenheimer, and John W. Spence certify
that the information set forth in this statement is true, complete and
correct.
OPPENHEIMER-SPENCE FINANCIAL
June 13, 1996 SERVICES PARTNERSHIP L.P.
_____________
Date Signature
By: /s/ Philip V. Oppenheimer
___________________________
Philip V. Oppenheimer
General Partner
By: /s/ John W. Spence III
___________________________
John W. Spence III
General Partner
EXHIBIT 1
JOINT FILING AGREEMENT AMONG: PHILIP V. OPPENHEIMER,
JOHN W. SPENCE III, AND OPPENHEIMER-SPENCE FINANCIAL
SERVICES PARTNERSHIP, L.P.
Whereas, in accordance with Rule 13d 1(f) 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 is filed on behalf of each
of them;
NOW, THEREFORE, the parties hereto agree as follows:
Philip V. Oppenheimer, John W. Spence, and Oppenheimer-Spence Financial
Services Partnership L.P. do hereby agree, in accordance with Rule 13d-1(f)
under the Act, to file a statement on Schedule 13D relating to their
ownership of the Common Stock of Sunrise Bancorp and do hereby further agree
that said statement shall be filed on behalf of each of them.
Dated June 13, 1996
By: /s/ Philip V. Oppenheimer
___________________________
Philip V. Oppenheimer
By: /s/ John W. Spence III
___________________________
John W. Spence III
For the Oppenheimer-Spence Financial Services Partnership, L.P.:
/s/ Philip V. Oppenheimer /s/ John W. Spence III
_________________________ ______________________
Philip V. Oppenheimer John W. Spence
General Partner General Partner
