RESOURCE AMERICA INC
SC 13D/A, 1997-07-29
SHORT-TERM BUSINESS CREDIT INSTITUTIONS
Previous: RESERVE FUNDS /NY/, NSAR-B, 1997-07-29
Next: RONSON CORP, DEF 14A, 1997-07-29



<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549


                                  SCHEDULE 13D


                    Under the Securities Exchange Act of 1934
                                (Amendment No. 4)


                             Resource America, Inc.
                                (Name of Issuer)


                          Common Stock, $.01 par value
                         (Title of Class of Securities)


                                    761195205
                                 (CUSIP Number)

                                 Orin S. Kramer
                              Kramer Spellman, L.P.
                          2050 Center Avenue, Suite 300
                              Fort Lee, New Jersey
                                      07024
                                 (201) 592-1234
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)


                                  July 28, 1997
              (Date of Event which Requires Filing 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 [ ].






                                  Page 1 of 11



<PAGE>




SCHEDULE 13D

CUSIP No. 761195205

1.       NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

                  Kramer Spellman, L.P.

2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                   Not Applicable                                      a[ ]
                                                                       b[ ]
3.       SEC USE ONLY

4.      SOURCE OF FUNDS*
                  OO

5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
         PURSUANT TO ITEMS 2(d) OR 2(e)                                 [ ]

6.      CITIZENSHIP OR PLACE OF ORGANIZATION
                  Delaware

                    7.      SOLE VOTING POWER

                            None

                    8.      SHARED VOTING POWER
  SHARES
BENEFICIALLY                508,500
 OWNED BY
REPORTING           9.      SOLE DISPOSITIVE POWER
  PERSON                    None
   WITH
                    10.     SHARED DISPOSITIVE POWER
                            508,500

11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  508,500

12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES*                                                 [ ]

13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                  11.21%

14.     TYPE OF REPORTING PERSON*
        PN


<PAGE>




SCHEDULE 13D

CUSIP No. 761195205

1.       NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

                  Orin S. Kramer

2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                   Not Applicable                                      a[ ]
                                                                       b[ ]
3.       SEC USE ONLY

4.      SOURCE OF FUNDS*
                  OO

5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
         PURSUANT TO ITEMS 2(d) OR 2(e)                                 [ ]

6.      CITIZENSHIP OR PLACE OF ORGANIZATION
                  United States

                    7.      SOLE VOTING POWER

                            1,800

                    8.      SHARED VOTING POWER
  SHARES
BENEFICIALLY                508,500
 OWNED BY
REPORTING           9.      SOLE DISPOSITIVE POWER
  PERSON                    1,800
   WITH
                    10.     SHARED DISPOSITIVE POWER
                            508,500

11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  510,300

12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES*                                                  [ ]

13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                  11.25%

14.     TYPE OF REPORTING PERSON*
        IN


<PAGE>




SCHEDULE 13D

CUSIP No. 761195205

1.       NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

                  Jay Spellman

2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                   Not Applicable                                      a[ ]
                                                                       b[ ]
3.       SEC USE ONLY

4.      SOURCE OF FUNDS*
                  OO

5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
         PURSUANT TO ITEMS 2(d) OR 2(e)                                 [ ]

6.      CITIZENSHIP OR PLACE OF ORGANIZATION
                  United States

                    7.      SOLE VOTING POWER

                            None

                    8.      SHARED VOTING POWER
  SHARES
BENEFICIALLY                508,500
 OWNED BY
REPORTING           9.      SOLE DISPOSITIVE POWER
  PERSON                    None
   WITH
                    10.     SHARED DISPOSITIVE POWER
                            508,500

11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  508,500

12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES*                                              [ ]

13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                  11.21%

14.     TYPE OF REPORTING PERSON*
        IN


<PAGE>




SCHEDULE 13D

CUSIP No. 761195205

1.       NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

                  Boston Provident Partners, L.P.

2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                   Not Applicable                                      a[ ]
                                                                       b[ ]
3.       SEC USE ONLY

4.      SOURCE OF FUNDS*
                  OO

5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
         PURSUANT TO ITEMS 2(d) OR 2(e)                                 [ ]

6.      CITIZENSHIP OR PLACE OF ORGANIZATION
                  Delaware

                    7.      SOLE VOTING POWER

                            292,200

                    8.      SHARED VOTING POWER
  SHARES
BENEFICIALLY                None
 OWNED BY
REPORTING           9.      SOLE DISPOSITIVE POWER
  PERSON                    292,200
   WITH
                    10.     SHARED DISPOSITIVE POWER
                            None

11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  292,200

12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES*                                                [ ]

13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                  6.44%

14.     TYPE OF REPORTING PERSON*
        PN


<PAGE>




         This statement  amends and supplements the information set forth in the
Schedule  13D filed by the  Reporting  Persons  (as  defined  therein)  with the
Securities  and Exchange  Commission  (the  "Commission")  on January 6, 1997 as
amended by Amendment  No. 1 filed with the  Commission  on January 16, 1997,  as
amended by Amendment  No. 2 filed with the  Commission  on February 14, 1997, as
amended  by  Amendment  No. 3 filed  with the  Commission  on March 5,  1997 and
constitutes  Amendment No. 4 to the Schedule 13D.  Capitalized terms used herein
without definition shall have the meaning assigned to such terms in the Schedule
13D. 

Item 3. Sources and Amounts of Funds or Other Consideration

         The first  sentence of Item 3 is revised and amended in its entirety as
set forth below:

         The  Partnerships  and  Managed  Accounts   expended  an  aggregate  of
approximately  $9,436,136 (including brokerage commissions,  if any) to purchase
the  508,500  shares  of Common  Stock  held by them.  Mr.  Kramer  expended  an
aggregate of  approximately  $43,371 to purchase the additional  1,800 shares of
Common Stock held by him and in trust for his minor children.

Item 5.  Interest in Securities of the Issuer

         Item 5 is  revised  and  amended in its  entirety  to read as set forth
below:

                   (a)-(b) On the date of this Statement:

                           (i) Mr. Kramer has beneficial  ownership for purposes
of Section 13(d) of the Securities Exchange Act of 1934 ("Beneficial Ownership")
of 508,500  shares of Common  Stock by virtue of his  position as one of the two
general partners of KS.

<PAGE>


Such shares  represent  11.21% of the issued and outstanding  Common Stock.  Mr.
Kramer shares voting power and dispositive  power over the Common Stock with Mr.
Spellman  and KS. In  addition,  Mr.  Kramer has  Beneficial  Ownership of 1,800
shares  of  Common  Stock  that are held in his name as well as in trust for his
minor children.  Such shares  represent less than an additional 1% of the issued
and outstanding Common Stock.

                           (ii) Mr. Spellman has Beneficial Ownership of 508,500
shares of  Common  Stock by virtue  of his  position  as one of the two  general
partners  of KS.  Such  shares  represent  11.21% of the issued and  outstanding
Common Stock.  Mr. Spellman  shares voting power and dispositive  power over the
Common Stock with Mr. Kramer and KS.

                           (iii) KS has  Beneficial  Ownership of 508,500 shares
of  Common  Stock  by  virtue  of  its  position  as  general   partner  of,  or
discretionary  investment manager to, the Partnerships and Managed Accounts,  as
the case the may be, holding such shares of Common Stock.  Such shares represent
11.21% of the issued and  outstanding  Common Stock.  KS shares voting power and
dispositive power over such shares with Mr. Kramer and Mr. Spellman.

                           (iv) Boston Provident  Partners,  L.P. has Beneficial
Ownership of 292,200  shares of Common Stock by virtue of its sole  ownership of
such  shares of Common  Stock.  Such  shares  represent  6.44% of the issued and
outstanding  Common Stock. The percentages used herein are calculated based upon
the  3,553,380  shares of Common  Stock stated to be issued and  outstanding  as
reflected in the Company's Form 10-Q for the

<PAGE>


fiscal quarter ended March 31, 1997 and the issuance of 983,150 shares of Common
Stock upon the exercise of  warrants,  which was reported by the Company on July
28, 1997.

                   (c) The trading dates, number of shares purchased or sold and
the average price per share (including commissions, if any) for all transactions
by the  Reporting  Persons  for the past 60 days are set  forth  in  Schedule  I
hereto. All such transactions were  over-the-counter  and effected by Mr. Kramer
for  himself  and his  minor  children.  The  change  in the  Reporting  Persons
ownership  percentage  primarily  results  from the  issuance  by the Company of
shares of Common Stock upon the exercise of warrants. The Reporting Persons have
not sold any shares of Common Stock during the past 60 days.

                  (d) No person other than each respective record owner referred
to herein of shares of Common Stock is known to have the right to receive or the
power to direct the receipt of dividends  from or the proceeds of sale of shares
of Common Stock, except that the respective shareholders,  partners or owners as
relevant,  of the  Partnerships  and the  Managed  Accounts  have  the  right to
participate  in the  receipt of  dividends  from or proceeds of the sale of, the
shares of Common  Stock held for their  respective  accounts.  Boston  Provident
Partners,  L.P. is known to have the right to receive or the power to direct the
receipt of dividends from or the proceeds of sale of shares of Common Stock.

                  (e)      Not applicable.


<PAGE>


Item 7.  Material to be Filed as Exhibits

                  Joint Filing Agreement among KS, Mr. Kramer,  Mr. Spellman and
Boston Provident  Partners,  L.P. dated January 15, 1997 (filed as Exhibit 99 to
Amendment No. 1 and incorporated herein by reference).


<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.

July 29, 1997

                                        KRAMER SPELLMAN L.P.


                                        By: /s/ Orin S. Kramer
                                        Name: Orin S. Kramer
                                        Title: a General Partner


                                        By: /s/ Jay Spellman
                                        Name: Jay Spellman
                                        Title: a General Partner


                                        /s/ Orin S. Kramer
                                        Orin S. Kramer



                                         /s/ Jay Spellman
                                        Jay Spellman

                                        BOSTON PROVIDENT PARTNERS, L.P.
                                        By: Kramer Spellman, L.P.



                                        By: /s/ Orin S. Kramer
                                        Name: Orin S. Kramer
                                        Title: a General Partner



                                        By: /s/ Jay Spellman
                                        Name: Jay Spellman
                                        Title: a General Partner



<PAGE>




                                                                     Schedule I


Date                     Shares Purchased               Price Per Share

6/11/97                       1,000                         $22.802
6/26/97                         800                          25.711





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission