<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
SAVOIR TECHNOLOGY GROUP, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
958649107
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(CUSIP Number)
Mark D. Whatley
Howard Rice Nemerovski Canady Falk & Rabkin,
A Professional Corporation
Three Embarcadero Center, Suite 700
San Francisco, CA 94111
(415) 434-1600
-----------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 5, 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),(f) or (g), check the following box /X/
Check the following box if a fee is being paid with this
statement / /. (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
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.
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*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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1 Name of Reporting Person Astoria Capital Partners, L.P.
IRS Identification No. of Above Person 94-3160631
2 Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
3 SEC USE ONLY
4 Source of Funds
5 Check Box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization California
7 Sole Voting Power 1,579,980*
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 Shared Voting Power
9 Sole Dispositive Power 1,579,980*
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person 1,579,980*
12 Check Box if the Aggregate Amount in Row 11 Excludes
Certain Shares
13 Percent of Class Represented by Amount in Row 11 11.7%*
14 Type of Reporting Person PN
* See Item 5 below
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1 Name of Reporting Person Astoria Capital Management, Inc.
IRS Identification No. of Above Person 94-3143169
2 Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
3 SEC USE ONLY
4 Source of Funds
5 Check Box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization California
7 Sole Voting Power 1,579,980*
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 Shared Voting Power
9 Sole Dispositive Power 1,579,980*
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
1,579,980*
12 Check Box if the Aggregate Amount in Row 11 Excludes
Certain Shares
13 Percent of Class Represented by Amount in Row 11 11.7%*
14 Type of Reporting Person CO
* See Item 5 below
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1 Name of Reporting Person Richard W. Koe
IRS Identification No. of Above Person ###-##-####
2 Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
3 SEC USE ONLY
4 Source of Funds
5 Check Box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization United States of
America
7 Sole Voting Power 1,579,980*
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 Shared Voting Power
9 Sole Dispositive Power 1,579,980*
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
1,579,980*
12 Check Box if the Aggregate Amount in Row 11 Excludes
Certain Shares
13 Percent of Class Represented by Amount in Row 11 11.7%*
14 Type of Reporting Person IN
* See Item 5 below
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1 Name of Reporting Person Microcap Parnters, L.P.
IRS Identification No. of Above Person 56-1989910
2 Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
3 SEC USE ONLY
4 Source of Funds
5 Check Box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization North Carolina
7 Sole Voting Power 1,579,980*
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 Shared Voting Power
9 Sole Dispositive Power 1,579,980*
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
1,579,980*
12 Check Box if the Aggregate Amount in Row 11 Excludes
Certain Shares
13 Percent of Class Represented by Amount in Row 11 11.7%*
14 Type of Reporting Person PN
* See Item 5 below
<PAGE>
1 Name of Reporting Person Montavilla Partners, L.P.
IRS Identification No. of Above Person 94-3160633
2 Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
3 SEC USE ONLY
4 Source of Funds
5 Check Box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization California
7 Sole Voting Power 1,579,980*
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 Shared Voting Power
9 Sole Dispositive Power 1,579,980*
10 Shared Dispositive Power
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
1,579,980*
12 Check Box if the Aggregate Amount in Row 11 Excludes
Certain Shares
13 Percent of Class Represented by Amount in Row 11 11.7%*
14 Type of Reporting Person PN
* See Item 5 below
<PAGE>
Item 1. Security and Issuer
This Schedule 13D relates to shares of common stock, no
par value, of Savoir Technology Group, Inc., a California
corporation. The principal executive offices and the mailing
address of Savoir Technology Group is 254 East Hacienda Avenue,
Campbell, California 95008.
Item 2. Identity and Background
(a), (b), (c) and (f) This Schedule 13D is filed on
behalf of Astoria Capital Partners, L.P., Astoria Capital
Management, Inc., Richard W. Koe, Microcap Partners, L.P. and
Montavilla Partners, L.P.
Astoria Capital Partners is an investment limited
partnership organized under the laws of the State of California.
Richard W. Koe and Astoria Capital Management, Inc. are the
general partners of Astoria Capital Partners. Astoria Capital
Partners' principal business is investing and trading in
securities. The principal business and office of Astoria Capital
Partners are located at 735 Second Avenue, San Francisco,
California 94118.
Astoria Capital Management, Inc. is a corporation
organized under the laws of the State of California and is an
investment advisor registered under Section 203 of the Investment
Advisors Act of 1940. Richard W. Koe is the sole executive
officer and sole director of Astoria Capital Management. The
principal business and office of Astoria Capital Management are
located at 735 Second Avenue, San Francisco, California 94118.
Mr. Koe is a citizen of the United States of America, the
president and sole shareholder of Astoria Capital Management and
one of the general partners of Astoria Capital Partners. Mr.
Koe's principal business and office are located at 6600 SW 92nd
Avenue, Suite 370, Portland, Oregon 97223.
Microcap Partners, L.P. is a limited partnership
organized under the laws of the State of North Carolina. MCP
Capital Management, LLC is the general partner of Microcap
Partners. Microcap Partners' principal business is investing and
trading in securities. The principal business and office of
Microcap Partners are located at 415B East Chapel Hill Street,
Durham, North Carolina 27701.
Montavilla Partners, L.P. is a limited partnership
organized under the laws of the State of California. Astoria
Capital Management, Inc. is the general partner of Montavilla
Partners. Montavilla Partners' principal business in investing
and trading in securities. The principal business and office of
Montavilla Partners are located at 6600 SW 92nd Avenue, Suite
370, Portland, Oregon 97223.
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(d) and (e) None of Astoria Capital Partners, Astoria
Capital Management, Mr. Koe, Microcap Partners or Montavilla
Partners has been convicted, during the past five years, of any
criminal proceeding (excluding traffic violations or similar
misdemeanors), or been 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.
Item 3. Source and Amount of Funds or Other Consideration
Not Applicable.
Item 4. Purpose of Transaction.
The securities covered by this Schedule 13D were
originally acquired by the reporting persons for investment
purposes. Currently, Astoria Capital Partners is reevaluating
the role it intends to play in Savoir Technology Group, and from
time to time may have discussions with management, the board of
directors and other shareholders of Savoir Technology Group
concerning various operational and financial aspects of Savoir
Technology Group and various ways of maximizing long-term
shareholder value. In addition, Astoria Capital Partners may
make proposals to the board of directors, seek to change the
composition of and/or seek representation on the board of
directors and solicit proxies or written consents from other
shareholders of Savoir Technology Group.
Except for the actions referred to in the preceding
paragraph, Astoria Capital Partners currently has no other plans
or proposals that relate to or would result in any of the
consequences listed in paragraphs (a) - (j) of Item 4 of the
Special Instructions for Complying With Schedule 13D.
Astoria Capital Partners intends to review on a
continuing basis its investment in Savoir Technology Group and
Savoir Technology Group's business, prospects and financial
condition. Based on such continuing review, alternative
investment opportunities available to Astoria Capital Partners
and all other factors deemed relevant, including, without
limitation, the market for and price of Savoir Technology Group's
common stock, offers for shares of such common stock, general
economic conditions and other future developments, Astoria
Capital Partners may decide to sell or seek the sale of all or
part of the common stock or to increase its holdings of such
common stock.
Item 5. Interest in Securities of the Issuer
(a) and (b) The following table describes the number of
shares of common stock and the percent of outstanding common
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stock beneficially owned by the reporting persons.<F1> All
percentages are based on 12,927,127 shares of common stock issued
and outstanding as of July 31, 1999.
Shares of Common
Name Stock Owned Percentage Owned
Astoria Capital Partners 1,579,980 11.7%
Astoria Capital 1,579,980<F2> 11.7%
Management
Richard W. Koe 1,579,980<F3> 11.7%
Microcap Partners 1,579,980<F4> 11.7%
Montavilla Partners 1,579,980<F5> 11.7%
_______________________________________
[FN]
<F1> Includes 565,251 shares of common stock, 207,000 shares of
Series A Preferred Stock and warrants to purchase 103,500 shares
of common stock. Each share of Series A Preferred Stock is
currently convertible at any time into shares of common stock at
a ratio of 1.1953125 shares of common stock for each share of
Series A Preferred Stock.
<F2> Astoria Capital Management is deemed to be a beneficial
owner of these securities pursuant to separate arrangements
whereby it acts as investment advisor to certain persons,
including Astoria Capital Partners. Each person for whom Astoria
Capital Management acts as investment advisor has the right to
receive, and the power to direct, the receipt of dividends from,
or the proceeds from the sale of, the common stock purchased or
held pursuant to the arrangements.
<F3> Mr. Koe is deemed to be the beneficial owner of these
securities pursuant to his ownership interest in Astoria Capital
Partners and Astoria Capital Management.
<F4> Disclaims membership in any group and the beneficial
ownership of shares owned by Astoria Capital Partners, Astoria
Capital Management, Richard W. Koe and Montavilla Partners.
<F5> Disclaims membership in any group and the beneficial
ownership of shares owned by Astoria Capital Partners, Astoria
Capital Management, Richard W. Koe and Microcap Partners.
(c) During the 60 days preceding the date of this
Schedule 13D, none of Astoria Capital Partners, Astoria Capital
Management, Mr. Koe, Microcap Partners or Montavilla Partners has
purchased any shares of Savoir Technology Group's common stock on
the open market.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
None.
Item 7. Material to be Filed as Exhibits
None.
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Signatures
After reasonable inquiry and to the best of their
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
DATED: October 5, 1999.
ASTORIA CAPITAL PARTNERS, L.P., a
California limited partnership
By:ASTORIA CAPITAL MANAGEMENT,
INC., a California corporation,
its General Partner
By: /s/ Richard W. Koe
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Richard W. Koe, President
ASTORIA CAPITAL MANAGEMENT, a
California corporation
By: /s/ Richard W. Koe
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Richard W. Koe, President
MONTAVILLA PARTNERS, L.P., a
California limited partnership
By:ASTORIA CAPITAL MANAGEMENT,
INC., a California corporation,
its General Partner
By: /s/ Richard W. Koe
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Richard W. Koe, President
/s/ Richard W. Koe
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Richard W. Koe
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Signatures
After reasonable inquiry and to the best of their
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
DATED: October 5, 1999.
MICROCAP PARTNERS, L.P. a North
Carolina limited partnership
By:MCP CAPITAL MANAGEMENT, LLC, a
North Carolina limited
liability company, its General
Partner
By: /s/ Jeremy Crigler
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Jeremy Crigler, Managing Member
