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UNITED STATES OMB Number: 3235-0145
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
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Regent Bancshares Corp.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
758924104
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(CUSIP Number)
*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).
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CUSIP No. 758924104 Page 2 of 7 pages
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
RAINBOW MANAGERS, LLC
13-3836411
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
2
(See Instructions) (a) / /
(b) / /
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SEC USE ONLY
3
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CITIZENSHIP OR PLACE OF ORGANIZATION
4
DELAWARE
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SOLE VOTING POWER
5
NUMBER OF 297,498
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SHARES SHARED VOTING POWER
BENEFICIALLY 6
OWNED BY -0-
EACH
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REPORTING SOLE DISPOSITIVE POWER
PERSON 7
WITH 297,498
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SHARED DISPOSITIVE POWER
8
-0-
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
297,498
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
10
(See Instructions) / /
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
8.7%
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TYPE OF REPORTING PERSON (See Instructions)
12
IA, OO
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Item 1. (a) Name of Issuer:
Regent Bancshares Corp.
(b) Address of Issuer's Principal Executive Offices or, if none,
Residence:
1430 Walnut Street
Philadelphia, PA 19102
Item 2. (a) Name of Person Filing:
RAINBOW MANAGERS, LLC
(b) Address of Principal Business Office or, if none, Residence:
375 Park Avenue (31st Floor)
New York, New York 10152
(c) Citizenship:
Delaware limited liability company
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
758924104
Item 3. If this statement is being filed pursuant to Rule 13d-1(b),
or 13d-2(b), check whether the person filing is an:
(a)[ ] Broker or Dealer registered under Section 15 of the Act
(b)[ ] Bank as defined in section 3(a)(6) of the Act
(c)[ ] Insurance Company as defined in section 3(a)(19) of the Act
(d)[ ] Investment Company registered under section 8 of the Investment
Company Act
(e)[X] Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f)[ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F)
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(g)[ ] Parent Holding Company, in accordance with 13d-1(b)(ii)(G)
(Note: See Item 7)
(h)[ ] Group, in accordance with 13d-1(b)(1)(ii)(H)
Item 4. Ownership:
(a) Amount Beneficially Owned: 297,498
(b) Percent of Class: 8.7%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote - 297,498
(ii) shared power to vote or direct the vote - 0
(iii) sole power to dispose or direct the disposition of- 297,498
(iv) shared power to dispose or direct the disposition of - 0
Item 5. Ownership of Five Percent or Less of a Class:
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Rainbow Managers, LLC ("RM"), a Registered Investment Advisor, has
purchased all of the shares reported in this statement on behalf of
its discretionary client, Rainbow Partners L.P. Such client has the
right to receive or the power to direct the receipt of dividends from,
or the proceeds from the sale of such securities, subject to RM's
general authority to invest and reinvest the assets in such account.
Item 7. Identification and Classification of the Subsidiary which Acquired the
Security Being Reported on by the Parent Holding Company
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
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Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purpose or effect.
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.
RAINBOW MANAGERS, LLC
BY: /s/ Harry V. Keefe, Jr.
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Harry V. Keefe, Jr.
Chairman
Date: February 9, 1998
