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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 13)
2101 Webster Street
14th Floor
Civic BanCorp Oakland, CA 94612
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
NONE
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(CUSIP Number)
C. Donald Carr 1001 Dry Creek Road
707 258 1001 Napa, CA 94558
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
August 31, 1999
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(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).
Date: August 31, 1999 Signature: /s/ C. Donald Carr
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SCHEDULE 13D
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CUSIP NO.N/A PAGE 2 OF 2 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
C.DONALD CARR
###-##-####
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4 PF
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6 U.S. CITIZEN
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SOLE VOTING POWER
7 1,163,870 24.9%
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8 -0-
OWNED BY
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EACH SOLE DISPOSITIVE POWER
9 1,163,870 24.9%
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10 -0-
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 1,163,870 24.9%
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 1,163,870 24.9%
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TYPE OF REPORTING PERSON*
14 IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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ATTACHMENT TO SCHEDULE 13D,
AMENDMENT NO. 13
Dated August 31, 1999
1. Security and Issuer. This statement relates to the common shares of Civic
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BanCorp, 2101 Webster Street, Oakland, California.
2. Identity and Background. This statement is filed by C. Donald Carr, 1001 Dry
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Creek Road, Napa, California. Mr. Carr is engaged in real estate investment
brokerage. During the last five years he has not been convicted in any criminal
proceeding, nor has he been a party to a civil proceeding of a judicial or
administrative body as a result of which he became subject to any 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. He is a U.S. citizen.
3. Source and Amount of Funds or Other Consideration. Funds to be used in
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making the past and proposed purchases have been and will be derived from
existing cash and deposits of Mr. Carr.
4. Purpose of Transaction. Mr. Carr has acquired securities of the issuer for
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investment purposes and has received regulatory approval to acquire up to 25.00%
of the outstanding shares of the issuer. Mr. Carr has no plans or proposals
which relate or would result in: (a) the acquisition by any person of additional
securities of the issuer or the disposition of securities of the issuer; (b) an
extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving the issuer or any of its subsidiaries; (c) a sale or
transfer of any material amount of assets of the issuer or of any of its
subsidiaries; (d) any change in the present board of directors or management of
the issuer; (e) any material change in the present capitalization or dividend
policy of the issuer; (f) any other material change in the issuer's business or
corporate structure; (g) changes in the issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control or other issuer by any person; (h) causing a class of securities of the
issuer to be delisted from a national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system of a registered
national securities association; (i) a class of equity securities of the issuer
becoming eligible for termination of registration pursuant to Section 12(g)(4)
of the Securities Exchange Act 1934; or (j) any action similar to any of those
enumerated above.
Mr. Carr is a member of the issuer's executive committee.
5. Interest in Securities of the Issuer.
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(a) Mr. Carr currently owns 1,163,870 shares or 24.9 percent of shares
outstanding, of common stock of the issuer.
(b) Mr. Carr holds sole voting power with respect to the shares owned by him.
(c) During the past 60 days or since the most recent filing on Schedule 13D,
whichever is less, Mr. Carr has purchased 140,000 shares. These shares were
purchased on or about August 20, 1999 through August 31, 1999 at an average
price of $14.50 per share. The purchases were made in the market through a
broker/in private negotiated transaction with A.B. Whatley and Cantor-
Fitzgerald.
(d) No other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities.
(e) Mr. Carr remains the beneficial owner of more than 5 percent of the
securities of issuer.
6. Contracts, Arrangements, Understandings or Relationships with Respect to
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Securities of the Issuer. Mr. Carr has no contracts, arrangements,
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understandings, or relationships (legal or otherwise) with any other person with
respect to any securities of the issuer.
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7. Material to be Filed as Exhibits. No exhibits are included with this
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filing.
Under reasonable inquiry and to the best of my knowledge and belief, I hereby
certify that the information set forth in this statement is true, complete and
correct.
Dated: August 31, 1999 /s/ C. Donald Carr
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C. DONALD CARR
