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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*
First Carolina Investors, Inc.
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(Name of Issuer)
Common Stock, no par value per share
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(Title of Class of Securities)
319420105
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(Cusip Number)
James Traynor
5224 Providence Country Club Drive
Charlotte, North Carolina 28277; (704) 846-1066
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Not Applicable
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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 / X /. (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 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).
This Document contains 5 Pages.
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<TABLE>
<S> <C> <C>
CUSIP NO. 319420105 SCHEDULE 13D PAGE 2 OF 5 PAGES
--------------- -- --
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
H. Thomas Webb III
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 7 SOLE VOTING POWER 56,000
of
Shares 8 SHARED VOTING
Beneficially POWER -0-
Owned By
Each 9 SOLE DISPOSITIVE
Reporting POWER 56,000
Person
With 10 SHARED
DISPOSITIVE POWER -0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
56,000
12 CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES*
/ /
13 PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (11)
5.01%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
</TABLE>
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SCHEDULE 13D
FIRST CAROLINA INVESTORS, INC.
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ITEM 1. Security and Issuer.
-------------------
This Statement relates to the shares of common stock, no par value per
share ("Shares"), of First Carolina Investors, Inc., a Delaware corporation
(the "Issuer"). The address of the Issuer's principal executive offices is 5224
Providence Country Club Drive, Charlotte, North Carolina 28277.
ITEM 2. Identity and Background.
-----------------------
The name of the person filing this Statement is H. Thomas Webb III
whose business address is 5224 Providence Country Club Drive, Charlotte, North
Carolina 28277. Mr. Webb is President and a Director of the Issuer (see Item 1
for name and address of the Issuer).
During the last five years, Mr. Webb has not been (i) convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) 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. Mr. Webb is a citizen
of the United States.
ITEM 3. Source and Amount of Funds or Other Consideration.
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Mr. Webb used an aggregate of $243,107.75 to purchase the Shares
beneficially owned by him. The source of funds used for the purchase of the
Shares by Mr. Webb were personal funds.
ITEM 4. Purpose of Transaction.
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Mr. Webb has purchased his Shares for investment purposes. Mr. Webb
intends to continue to evaluate his investment in the Shares. Mr. Webb may make
additional purchases of Shares in open market or in privately negotiated
transactions. Any purchase will depend upon Mr. Webb's evaluation of his
investment in the Shares, upon the amounts and prices of available Shares and
upon other relevant circumstances.
Except as described in this Statement, Mr. Webb does not have any
present plans or proposals that relate to or would result in: (i) the
acquisition by any person of additional securities of the Issuer or the
disposition of securities of the Issuer; (ii) an extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
Issuer or
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any of its subsidiaries; (iii) a sale or transfer of a material amount of
assets of the Issuer or any of its subsidiaries; (iv) any change in the present
Board of Directors or management of the Issuer, including any plans or
proposals to change the number or term of directors or to fill any existing
vacancies on the Board; (v) any material change in the present capitalization
or dividend policy of the Issuer; (vi) any other material change in the
Issuer's business, or corporate structure; (vii) changes in the Issuer's
articles of incorporation, by-laws or instruments corresponding thereto or
other actions which may impede the acquisition of control of the Issuer by any
person; (viii) causing a class of securities of the Issuer to cease to be
listed on a national securities exchange; (ix) 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 of 1934, as amended; or (x) any
action similar to any of those enumerated above.
Mr. Webb reserves the right to determine in the future to change the
purpose or purposes described above.
ITEM 5. Interest in Securities of the Issuer.
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Mr. Webb owns in the aggregate 56,000 Shares (5.01% of the Shares
outstanding)1, as to which he has sole voting and investment power with respect
to the Shares. Mr. Webb does not beneficially own any Shares other than as
disclosed. The number of Shares beneficially owned includes Mr. Webb's option
to purchase 30,000 Shares. Mr. Webb has not purchased Shares within the sixty
(60) days prior to the event requiring the filing of this Statement. Mr. Webb's
percentage ownership increased as a result of the Issuer's repurchase of
outstanding Shares, thereby reducing the number of outstanding Shares.
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1 This percentage is based on the number of Shares outstanding at April 11,
1995, 1,088,845.
ITEM 6. Contracts, Arrangements, Understandings or Relationships with
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Respect to Securities of the Issuer.
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None.
ITEM 7. Material to be Filed as Exhibits.
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None.
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SIGNATURE
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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.
DATED: April 12, 1995
/s/ H. Thomas Webb III
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H. Thomas Webb III
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