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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13G
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
_______
IMC Mortgage Company
________________________________________
(Name of Issuer)
Common Stock
________________________________________
(Title of Class of Securities)
449923101
_____________________________________
(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 the
disclosures provided in a prior 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).
The total number of shares of common stock reported herein is 2,165,000, or
7.06% of the Issuer's shares outstanding, of which 2,160,000 shares are a
derivative interest in the form of a warrant. All ownership percentages set
forth herein assume that there are 30,665,119 shares outstanding, and ownership
figures are reported as of 12/31/97.
Page 1 of 12 pages
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____________________________________________________________
(1) Names of Reporting Persons.
ContiTrade Services Corporation
____________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(b)[x]
____________________________________________________________
(3) SEC Use Only
____________________________________________________________
(4) Citizenship or Place of Organization
Delaware
____________________________________________________________
Number of Shares (5) Sole Voting Power:
Beneficially 2,160,000
Owned by ________________________________________
Each Reporting (6) Shared Voting Power:
Person With -0-
________________________________________
(7) Sole Dispositive Power:
2,160,000
________________________________________
(8) Shared Dispositive Power:
-0-
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
2,160,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
7.04%
____________________________________________________________
(12) Type of Reporting Person
CO
____________________________________________________________
Page 2 of 12 pages
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____________________________________________________________
(1) Names of Reporting Persons.
Continental Grain Company
____________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(b)[x]
____________________________________________________________
(3) SEC Use Only
____________________________________________________________
(4) Citizenship or Place of Organization
Delaware
____________________________________________________________
Number of Shares (5) Sole Voting Power:
Beneficially -0-
Owned by ________________________________________
Each Reporting (6) Shared Voting Power:
Person With 2,160,000
________________________________________
(7) Sole Dispositive Power:
-0-
________________________________________
(8) Shared Dispositive Power:
2,160,000
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
2,160,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
7.04%
____________________________________________________________
(12) Type of Reporting Person
CO
____________________________________________________________
Page 3 of 12 pages
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____________________________________________________________
(1) Names of Reporting Persons.
Paul J. Fribourg
____________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(b)[x]
____________________________________________________________
(3) SEC Use Only
____________________________________________________________
(4) Citizenship or Place of Organization
USA
____________________________________________________________
Number of Shares (5) Sole Voting Power:
Beneficially 5,000
Owned by ________________________________________
Each Reporting (6) Shared Voting Power:
Person With 2,160,000
________________________________________
(7) Sole Dispositive Power:
5,000
________________________________________
(8) Shared Dispositive Power:
2,160,000
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
2,160,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
7.06%
____________________________________________________________
(12) Type of Reporting Person
IN
____________________________________________________________
Page 4 of 12 pages
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____________________________________________________________
(1) Names of Reporting Persons.
Michel Fribourg
____________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(b)[x]
____________________________________________________________
(3) SEC Use Only
____________________________________________________________
(4) Citizenship or Place of Organization
USA
____________________________________________________________
Number of Shares (5) Sole Voting Power:
Beneficially -0-
Owned by ________________________________________
Each Reporting (6) Shared Voting Power:
Person With 2,160,000
________________________________________
(7) Sole Dispositive Power:
-0-
________________________________________
(8) Shared Dispositive Power:
2,160,000
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
2,160,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
7.04%
____________________________________________________________
(12) Type of Reporting Person
IN
____________________________________________________________
Page 5 of 12 pages
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____________________________________________________________
(1) Names of Reporting Persons.
Mary Ann Fribourg
____________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(b)[x]
____________________________________________________________
(3) SEC Use Only
____________________________________________________________
(4) Citizenship or Place of Organization
USA
____________________________________________________________
Number of Shares (5) Sole Voting Power:
Beneficially -0-
Owned by ________________________________________
Each Reporting (6) Shared Voting Power:
Person With 2,160,000
________________________________________
(7) Sole Dispositive Power:
-0-
________________________________________
(8) Shared Dispositive Power:
2,160,000
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
2,160,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
7.04%
____________________________________________________________
(12) Type of Reporting Person
IN
____________________________________________________________
Page 6 of 12 pages
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Item 1(a). NAME OF ISSUER: IMC Mortgage Company
Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE
OFFICES: 5901 Fowler Avenue
Tampa, FL 33617
Item 2(a). NAMES OF PERSONS FILING:
Pursuant to Rules 13d-1(f)(1)-(2) of Regulation 13D-G of the
Rules and Regulations under the Securities and Exchange Act of 1934, as amended
(the Act), the undersigned hereby file this Schedule 13G Statement on behalf of
Continental Grain Company, a Delaware corporation, ContiTrade Services
Corporation, a Delaware Corporation, Paul J. Fribourg, Michel Fribourg and Mary
Ann Fribourg (collectively, the Reporting Persons).
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE:
Continental Grain Company
277 Park Avenue
New York, NY 10172
ContiTrade Services Corporation
277 Park Avenue
New York, NY 10172
Paul J. Fribourg
C/o Continental Grain Company
277 Park Avenue
New York, NY 10172
Michel Fribourg
C/o Continental Grain Company
277 Park Avenue
New York, NY 10172
Mary Ann Fribourg
C/o Continental Grain Company
277 Park Avenue
New York, NY 10172
Item 2(c). CITIZENSHIP:
Continental Grain Company: Delaware
ContiTrade Services Corporation: Delaware
Paul J. Fribourg: USA
Michel Fribourg: USA
Mary Ann Fribourg: USA
Item 2(d). TITLE OF CLASS OF SECURITIES: Common Stock
Item 2(e). CUSIP NUMBER: 449923101
Page 7 of 12 pages
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Item 3 IF THIS STATEMENT IS FILED PURSUANT TO RULES
13d-1(b), OR 13d-2(b), CHECK WHETHER THE
PERSON FILING IS A:
(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)[ ] 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
(g)[ ] Parent Holding Company, in accordance
with Section 240.13d-1 (b)(ii)(G)
(h)[ ] Group, in accordance with
Section 240.13d-1 (b)(1)(ii)(H)
Item 4. OWNERSHIP.
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) -(b) AMOUNT BENEFICIALLY OWNED and PERCENT OF CLASS:
CONTINENTAL GRAIN COMPANY: Continental Grain Company, through its
wholly owned subsidiary ContiTrade Services Corporation, holds a warrant
interest in the Issuer which entitles it to purchase 2,160,000 shares of the
Issuer's outstanding common stock. Based on this, Continental Grain Company
beneficially owns, pursuant to rule 13d-3 of the Act, 2,160,000 shares, or
7.04%, of the Issuer's common stock.
CONTITRADE SERVICES CORPORATION:
ContiTrade Services Corporation holds a warrant interest in the
Issuer which entitles it to purchase 2,160,000 shares of the Issuer's
outstanding common stock. Based on this, ContiTrade Services Corporation
beneficially owns, pursuant to rule 13d-3 of the Act, 2,160,000 shares, or
7.04%, of the Issuer's common stock.
PAUL J. FRIBOURG: Because of his position as
Page 8 of 12 pages
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President and Chief Executive Officer of Continental Grain Company, and because
of his position as general partner of the Paul Fribourg Family L.P., Paul J.
Fribourg may, pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial
owner of 2,165,000 shares of the Issuer's common stock in the aggregate, which
constitutes approximately 7.06% of the Issuer's outstanding shares of common
stock. Pursuant to Rule 13-d(4) of the Act, Paul J. Fribourg disclaims
beneficial ownership of the shares of the Issuer's common stock owned by
Continental Grain Company and the Paul Fribourg Family L.P., except to the
extent of his pecuniary interest therein.
MICHEL FRIBOURG: Because of his position as a director of
Continental Grain Company, and because he is the husband of Mary Ann Fribourg, a
controlling shareholder of Continental Grain Company, Michel Fribourg may,
pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial owner of
2,160,000 shares of the Issuer's common stock in the aggregate, which
constitutes approximately 7.04% of the Issuer's outstanding shares of common
stock. Pursuant to Rule 13-d(4) of the Act, Michel Fribourg disclaims
beneficial ownership of the shares of the Issuer's common stock owned by
Continental Grain Company, except to the extent of his pecuniary interest
therein.
MARY ANN FRIBOURG: Because of her position as a controlling
shareholder of Continental Grain Company, Mary Ann Fribourg may, pursuant to
Rule 13d-3 of the Act, be deemed to be the beneficial owner of 2,160,000 shares
of the Issuer's common stock in the aggregate, which constitutes approximately
7.04% of the Issuer's outstanding shares of common stock. Pursuant to Rule 13-
d(4) of the Act, Mary Ann Fribourg disclaims beneficial ownership of the shares
of the Issuer's common stock owned by Continental Grain Company, except to the
extent of her pecuniary interest therein.
(C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
CONTINENTAL GRAIN COMPANY: Continental Grain Company has the
shared power, through its wholly owned subsidiary ContiTrade Services
Corporation, to vote or direct the vote and to dispose or direct the disposition
of 2,160,000 shares of the Issuer's common stock, when and if ContiTrade
Services Corporation exercises its warrant interest in the Issuer's common
stock.
CONTITRADE SERVICES CORPORATION: ContiTrade Services Corporation
has the sole power to vote or direct the vote and to dispose or direct the
disposition of 2,160,000 shares of the Issuer's common stock, when and if
ContiTrade Services Corporation exercises its warrant interest in the Issuer's
common stock.
PAUL J. FRIBOURG: As the President and Chief Executive Officer of
Continental Grain Company, Paul J. Fribourg has the shared power to vote or
direct the vote and to dispose or
Page 9 of 12 pages
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direct the disposition of 2,160,000 shares of the Issuer's common stock, when
and if ContiTrade Services Corporation exercises its warrant interest in the
Issuer's common stock. As the general partner of the Paul Fribourg Family L.P.,
Paul J. Fribourg has the sole power to vote or direct the vote and to dispose or
direct the disposition of 5,000 shares of the Issuer's common stock.
MICHEL FRIBOURG: As a Director of Continental Grain Company,
Michel Fribourg has the shared power to vote or direct the vote and to dispose
or direct the disposition of 2,160,000 shares of the Issuer's common stock, when
and if ContiTrade Services Corporation exercises its warrant interest in the
Issuer's common stock.
MARY ANN FRIBOURG: As a controlling shareholder of Continental
Grain Company, Mary Ann Fribourg has the shared power to vote or direct the vote
and to dispose or direct the disposition of 2,160,000 shares of the Issuer's
common stock, when and if ContiTrade Services Corporation exercises its warrant
interest in the Issuer's common stock.
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following.[ ]
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
No person other than the Reporting Persons has the right to receive or
the power to direct receipt of dividends from, or the proceeds from the sale of,
the shares of the Issuer's common stock owned by them.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE
SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY.
The information requested in Item 7 is inapplicable to this filing.
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
This Schedule 13G Statement is being filed on behalf of each of the
Reporting Persons pursuant to Rules 13d-1c and 13d-1(f)(1). The identity of
each of the Reporting Persons is set forth in Item 2(a) hereof. The agreement
required by Rule 13d-
Page 10 of 12 pages
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1(f)(1)(iii) is attached hereto as Exhibit A.
Item 9. NOTICE OF DISSOLUTION OF GROUP.
It is inapplicable for the purposes herein to provide notice of the
dissolution of a group.
Item 10. CERTIFICATION.
By signing below the undersigned certifies that, to the best of its
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
After reasonable inquiry and to the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: February 11, 1998
ContiTrade Services Corporation
By: /s/ Jerome Perelson
--------------------------
Name: Jerome Perelson
Title: President
Continental Grain Company
By: /s/ Paul J. Fribourg
--------------------------
Name: Paul J. Fribourg
Title: President and Chief
Executive Officer
/s/ Paul J. Fribourg
-----------------------------
Paul J. Fribourg
/s/ Michel Fribourg
-----------------------------
Michel Fribourg
/s/ Mary Ann Fribourg
-----------------------------
Mary Ann Fribourg
Page 11 of 12 pages
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EXHIBIT A:
Pursuant to Rule 13d-1(f)(1)(iii) of Regulation 13D-G of the Rules and
Regulations of the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended, the undersigned agree that the statement to
which this Exhibit is attached is filed on behalf of them in their capacities
set forth hereinbelow.
Date: February 11, 1998
ContiTrade Services Corporation
By: /s/ Jerome Perelson
----------------------------
Name: Jerome Perelson
Title: President
Continental Grain Company
By: /s/ Paul J. Fribourg
----------------------------
Name: Paul J. Fribourg
Title: President
/s/ Paul J. Fribourg
-------------------------------
Paul J. Fribourg
/s/ Michel Fribourg
--------------------------------
Michel Fribourg
/s/ Mary Ann Fribourg
-------------------------------
Mary Ann Fribourg
Page 12 of 12 pages
