UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Heritage Bankshares, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
42721M-10-1
(CUSIP Number)
Mr. L. Steven Gossett
5225 Riverwood Road, Norfolk, Virginia 23502
(757) 466-1515
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 31, 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 the 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).
1-176923.1/JJW:PG
4/10/98
<PAGE>
SCHEDULE 13D
CUSIP No. 42721M-10-1 Page 2 of 9 Pages
- ------------------------------------- ------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
L. Steven Gossett
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b)
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX 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 7 SOLE VOTING POWER
SHARES 8,389
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 23,600
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 8,389
PERSON WITH 10 SHARED DISPOSITIVE POWER
- -------------------- 23,600
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,989
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.05
14 TYPE OF REPORTING PERSON
IN
- ----------- -------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
CUSIP No. 42721M-10-1 Page 3 of 9 Pages
- ------------------------------------ ------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Diane M. Gossett
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b)
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX 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 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 8,500
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
PERSON WITH 10 SHARED DISPOSITIVE POWER
- ----------------------- 8,500
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,500
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.08
14 TYPE OF REPORTING PERSON
IN
- ----------- -------------------------------------------------------------------
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4/10/98
<PAGE>
SCHEDULE 13D
CUSIP No. 42721M-10-1 Page 4 of 9 Pages
- ------------------------------------- ----------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stephanie D. Gossett
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b)
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX 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 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 7,600
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
PERSON WITH 10 SHARED DISPOSITIVE POWER
- ----------------------- 7,600
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,600
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.96
14 TYPE OF REPORTING PERSON
IN
- ----------- -------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
CUSIP No. 42721M-10-1 Page 5 of 9 Pages
- ------------------------------------- --------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Nancy D. Gossett
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b)
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX 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 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 7,500
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
PERSON WITH 10 SHARED DISPOSITIVE POWER
- ----------------------- 7,500
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,500
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.95
14 TYPE OF REPORTING PERSON
IN
- ----------- -------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
CUSIP No. 42721M-10-1 Page 6 of 9 Pages
- ------------------------------------- ------------------------------
Item 1. Security and Issuer
Common Stock of Heritage Bankshares, Inc., 200 East Plume Street,
Norfolk, Virginia 23510 (the "Issuer").
Item 2. Identity and Background
L. Steven Gossett is an officer of U-Save Auto Rental of America, Inc.,
the address of which is 7525 Connelley Drive, Suite A, Hanover, Maryland 21676,
and President of Steve's Auto Sales, Inc., 3469 N. Military Highway, Norfolk,
Virginia 23518.
Diane M. Gossett is the wife of Mr. Gossett, and is President of
Virginia Auto Rental, Inc., the address of which is 5901 Virginia Beach
Boulevard, Norfolk, Virginia 23502.
Stephanie D. Gossett is a daughter of Mr. and Mrs. Gossett, and her
residence address is 5225 Riverwood Road, Norfolk, Virginia 23502. She is
employed by Virginia Auto Rental, Inc. The shares shown as owned by her include
100 shares owned by her infant daughter Aubrey Johnson.
Nancy D. Gossett (formerly Nancy Gossett Hance) is also a daughter of
Mr. and Mrs. Gossett, and is a real estate appraiser employed by Eckert &
Company Inc., the address of which is 601 Thimble Shoals Boulevard, Newport
News, Virginia 23606.
Each of the Gossetts is a United States citizen, and none of them have,
during the last five years, (a) been convicted in a 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
as a result of which any of them were or is subject to any judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, state or federal securities laws or finding any violation
with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
All of the shares of Common Stock to which this filing relates were
purchased with personal funds of the purchasers.
Item 4. Purpose of Transaction
The Gossetts have acquired the securities for investment purposes. From
time to time, the Gossetts may encourage the Issuer to enhance shareholder value
through dividends, stock purchases or acquisition transactions, but the Gossetts
have no plans or proposals relating to those matters.
Item 5. Interest in Securities of the Issuer
The Gossetts together beneficially own 31,989 shares, or 4.05% of the
Issuer's Common Stock. Mr. Gossett owns directly or through an Individual
Retirement Account 8,389 of these shares, as to which he has sole voting,
investment and dispositive power. Mrs. Gossett beneficially owns 8,500 shares,
or 1.08% of the Issuer's
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<PAGE>
SCHEDULE 13D
CUSIP No. 42721M-10-1 Page 7 of 9 Pages
- ------------------------------------- ---------------------
Common Stock, with respect to which she shares voting, investment and
dispositive power with Mr. Gossett. Stephanie D. Gossett beneficially owns 7,600
shares, or 0.96% of the Issuer's Common Stock, with respect to which she shares
voting, investment and dispositive power with Mr. Gossett. Nancy D. Gossett
beneficially owns 7,500 shares, or 0.95% of the Issuer's Common Stock, with
respect to which she shares voting, investment and dispositive power with Mr.
Gossett.
During the period beginning 60 days prior to the date on which this
filing was due to be made, the Gossetts acquired or disposed of shares in the
following over-the-counter transactions:
<TABLE>
<CAPTION>
Purchase/ Number of
Date Sale Shares Price Owner
<S> <C>
3/24/98 Sale 6,000 17.75 L. Steven Gossett
3/27/98 Sale 1,200 17.75 L. Steven Gossett
3/31/98 Sale 12,394 17.75 L. Steven Gossett
</TABLE>
The Gossetts ceased to be beneficial owners of more than five percent (5%) of
any class of the voting securities of the Issuer on March 31, 1998. All of the
information in this Amendment No. 1 is as of March 31, 1998, and no inference
should be made regarding any later date.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Mr. Gossett has an unwritten understanding with each of Diane Gossett,
Stephanie Gossett and Nancy D. Gossett that he will share voting and dispositive
power with respect to all of the shares reported herein that are not directly
owned by him or through his Individual Retirement Account.
Item 7. Material to Be Filed as Exhibits
A copy of the Gossett's written agreement relating to the filing of
joint acquisition statements is attached as Exhibit (a).
<PAGE>
SCHEDULE 13D
CUSIP No. 42721M-10-1 Page 8 of 9 Pages
- ------------------------------------- -----------------------
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.
4/10/98 /s/ L. Steven Gossett
- ------- ---------------------
Date L. Steven Gossett
4/10/98 /s/ Diane M. Gossett
- ------- --------------------
Date Diane M. Gossett
4/10/98 /s/ Stephanie D. Gossett
- ------- ------------------------
Date Stephanie D. Gossett
4/10/98 /s/ Nancy Gossett Hance
- ------- -----------------------
Date Nancy Gossett Hance
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
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4/10/98
<PAGE>
EXHIBIT (a)
AGREEMENT TO FILE SCHEDULES 13D JOINTLY
Pursuant to the requirements of Rule 13d-1(f)(1)(iii), the undersigned
hereby agree that whenever one or more of them is required to file a statement
containing the information required by Schedule 13D (or an amendment thereto)
relating to shares of Heritage Bankshares, Inc., which Schedule 13D relates as
to each of them to the same securities, one such statement shall be filed on
behalf of all such persons containing the required information with regard to
each such person.
Dated this 22nd day of August, 1995.
8/22/95 /s/ L. Steven Gossett
- ------- ---------------------
Date L. Steven Gossett
8/22/95 /s/ Diane M. Gossett
- ------- --------------------
Date Diane M. Gossett
8/22/95 /s/ Stephanie D. Gossett
- ------- ------------------------
Date Stephanie D. Gossett
8/22/95 /s/ Nancy Gossett Hance
- ------- -----------------------
Date Nancy Gossett Hance
