UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1*)
Oriole Homes Corp.
(Name of Issuer)
Common Stock, Class B, Par Value
(Title of Class Securities)
686264 -20-1
(Cusip Number)
Andrew J. McLaughlin, Jr.
c/o Loeb Partners Corporation
61 Broadway, N.Y., N.Y., 10006 (212) 425-0400
(Name, address and Telephone Number of Person Authorized to Receive Notices
and Communications
December 23, 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 statement [ ]. (A fee is
not required only if the following reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described is 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 remained 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. 686264-20-1
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Andrew J. McLaughlin, Jr. - S.S. ####-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(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
USA
NUMBER OF 7 SOLE VOTING POWER
SHARES 164,800 Shares, assuming conversion of Class A Common
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 14,000 Shares, assuming conversion of Class A Common
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 164,800 Shares, assuming conversion of Class A Common
PERSON WITH 10 SHARED DISPOSITIVE POWER
14,000 Shares, assuming conversion of Class A Common
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
178,800 Shares, assuming conversion of Class A Common
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
14 TYPE OF REPORTING PERSON*
IN PN
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Item 1. Security and Issuer.
This report relates to the Common Stock, Class B of Oriole Homes Corp. Its
chief executive officer is Mark A. Levy. The principal
executive offices are located at 1690 South Congress Avenue, Delray Beach,
Florida, 33445. This report reflects the purchase of
shares of Class B Common Stock, par value $.10.
Item 2. Identity and Background.
This report is being filed by Andrew J. McLaughlin, Jr. as to (i) shares for
which Andrew J. McLaughlin, Jr. has sole voting or dispositive power; and (ii)
shares for which Andrew J. McLaughlin, Jr. has shared voting or dispositive
power.
Andrew J. McLaughlin, Jr. is a registered representative of Loeb Partners
Corporation, a registered broker/dealer, 61 Broadway, New York, New York,
10006. He is also an officer and a director of other corporations affiliated
with Loeb Partners Corporation.
Andrew J. McLaughlin, Jr. is a United States citizen. He has not, within the
last five years, 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 and as a result of
such proceeding been 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 violations with respects to
such laws.
McLaughlin Family Fund is a partnership comprised of Andrew J. McLaughlin, Jr.
as general partner and his children, nephews, nieces as limited partners.
Item 3. Source and Amount of Funds or Other Compensation.
The shares, the ownership of which is reported hereby were acquired with
personal, partnership or trust funds.
Item 4. Purpose of Transaction.
The shares, the ownership of which is reported hereby, were acquired for
investment purposes. The reporting persons reserve the
right to acquire additional shares, or to dispose of some or all of their
shares, in accordance with applicable regulations. Mr. McLaughlin may from
time to time discuss with members of the issuers management various ideas with
a view to enhancing the value of the shares, but he is not presently
contemplating any plans or proposals required to be described in answer to this
Item 4.
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Item 5. Interest in Securities of the Issuer.
(a) and (b). The respective number of shares of the Companys Class B Common
Stock held are:
I. Shares as to which Andrew J. McLaughlin, Jr. has sole voting or
dispositive power.
Number of Shares of Class B
Common Stock Beneficial Owner
75,300 Andrew J. McLaughlin, Jr.
35,300 McLaughlin Family Fund
II. Shares as to which Andrew J. McLaughlin, Jr. has shared voting
or dispositive power.
Number of Shares of Class B
Common Stock Beneficial Owner
9,700 Thomas L. Kempner, Irwin D. Rowe, Andrew J.
McLaughlin, Jr. as Trustees for Loeb Rhoades
Hornblower Profit Sharing Trading for Account
of Andrew J. McLaughlin, Jr.
120,300 (4.4%)
Percentages are computed on the basis of 2,734,275 outstanding shares of Class
B Common Stock reported by the Company as of September 30, 1996 in its most
recent 10-Q report.
III. Shares covered by convertible Common Stock, Class A, par value $.10
owned by person named above.
Andrew J. McLaughlin, Jr., McLaughlin Family Fund and the trust referred to in
II above own convertible Common Stock, Class A. par value $.10 in the amounts
of 45,800, 8,400 and 4,300 respectively. Such shares are convertible at the
rate of one share of Common Stock, Class B for each share.
Assuming only conversion of these shares, there would have been 2,792,775 Class
B Common shares outstanding as of December 23, 1996 and the persons named in
this Item 2 would have owned in the aggregate 178,800 shares
(6.4% of 2,792,775).
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(c) The following purchases have been made within the last 60 days.
Purchaser Security Price # of Shares Trade Date
Andrew J. McLaughlin Jr. Cl. A Common $7.14 8,000 12-23-96
Cl. A Common 7.50 1,000 12-06-96
Cl. A Common 7.50 4,100 11-22-94
Cl. A Common 7.50 2,000 11-19-96
Cl. A Common 7.25 500 11-18-96
Andrew J. McLaughlin, Jr. Cl. B Common 7.50 1,000 12-05-96
Cl. B Common 7.25 500 11-18-96
(d) and (e). Not applicable.
Item 6. Contracts, Arrangement, Understanding or Relationships
with Respect to Securities of the Issuer.
None.
Item 7. Materials to be Filed as Exhibits.
None.
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Signature
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.
Date:December 31, 1996 /s/ Andrew J. McLaughlin, Jr.
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Andrew J. McLaughlin, Jr., individually,
as general partner and as trustee
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