UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3*)
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., 10006 (212) 425-0400
Name, address and Telephone Number of Person Authorized to Receive Notices and
Communications
June 5, 1997
(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).
<PAGE>
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 152,100 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 152,100 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
166,100 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)
5.9%
14 TYPE OF REPORTING PERSON*
IN PN
<PAGE>
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 sale of shares of Class A Common Stock and Class B Common Stock par
value $.10 per share.
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
personnel, 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 issuer's 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.
<PAGE>
Item 5. Interest in Securities of the Issuer.
(a) and (b). The respective number of shares of the Company's
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
93,300 Andrew J. McLaughlin, Jr.
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.
103,000 (3.7%)
Percentages are computed on the basis of 2,750,575 outstanding shares of Class B
Common Stock reported by the Company as of April 4, 1997 in its most recent
proxy statement.
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 54,400, 4,400 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 2,813,675 Class
B Common shares outstanding as of April 4, 1997 and the persons named in this
Item 2 would have owned in the aggregate 166,100 shares (5.9% of 2,813,675). (c)
The following sales have been made within the last 60 days.
Seller Security Price # of Shares Trade Date
McLaughlin Family Fund Cl. A Common 7.000 500 06-05-97
Cl. A Common 7.625 600 05-27-97
Cl. A Common 7.750 2000 05-16-97
Cl. A Common 8.000 200 05-08-97
Cl. A Common 8.125 700 05-08-97
McLaughlin Family Fund Cl. B Common 7.000 10100 06-05-97
Cl. B Common 7.500 22000 05-20-97
Cl. B Common 7.500 3200 05-16-97
(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.
<PAGE>
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: June 27, 1997 /s/ Andrew J. McLaughlin, Jr.
______________________________
Andrew J. McLaughlin, Jr.,
individually, as general
partner and as trustee
