CONTITRADE SERVICES CORP
SC 13G, 1998-02-05
ASSET-BACKED SECURITIES
Previous: WINSTAR COMMUNICATIONS INC, 8-K/A, 1998-02-05
Next: OPTIMA PETROLEUM CORP, SC 13G, 1998-02-05



<PAGE>

                                    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.___)*
                                       _______

                                 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 2,700,000, or 
12.07% of the Issuer's shares outstanding, of which 2,700,000 shares are a 
derivative interest in the form of a warrant.  All ownership percentages set 
forth herein assume that there are 22,369,666 shares outstanding, and 
ownership figures are reported as of 12/31/96. 

                                        1

<PAGE>

____________________________________________________________
(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                                 2,700,000
Owned by            ________________________________________
Each Reporting      (6) Shared Voting Power:
Person With                                       -0-  
                    ________________________________________
                    (7) Sole Dispositive Power:
                                             2,700,000
                    ________________________________________
                    (8) Shared Dispositive Power:
                                                  -0-
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
     2,700,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes 
     Certain Shares  / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
     12.07%
____________________________________________________________
(12) Type of Reporting Person
     CO
____________________________________________________________
                                        

                                          2
<PAGE>
____________________________________________________________
(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                                  2,700,000
                    ________________________________________
                    (7) Sole Dispositive Power:
                                                  -0-
                    ________________________________________
                    (8) Shared Dispositive Power:
                                             2,700,000
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
     2,700,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes 
     Certain Shares  / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
     12.07%
____________________________________________________________
(12) Type of Reporting Person
     CO
____________________________________________________________

                                          3
<PAGE>

____________________________________________________________
(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                                  2,700,000 
                    ________________________________________
                    (7) Sole Dispositive Power:
                                                  -0-
                    ________________________________________
                    (8) Shared Dispositive Power:
                                             2,700,000
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
     2,700,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes 
     Certain Shares  / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
     12.07%
____________________________________________________________
(12) Type of Reporting Person
     IN
____________________________________________________________
                              

                                          4
<PAGE>
____________________________________________________________
(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                                  2,700,000 
                    ________________________________________
                    (7) Sole Dispositive Power:
                                                  -0-
                    ________________________________________
                    (8) Shared Dispositive Power:
                                             2,700,000
____________________________________________________________
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
     2,700,000
____________________________________________________________
(10) Check Box if the Aggregate Amount in Row (9) Excludes 
     Certain Shares  / /
___________________________________________________________
(11) Percent of Class Represented by Amount in Row (9)
     12.07%
____________________________________________________________
(12) Type of Reporting Person
     IN
____________________________________________________________

                                          5
<PAGE>
               

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, 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

               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
               Michel Fribourg: USA
               Mary Ann Fribourg: USA

Item 2(d).     TITLE OF CLASS OF SECURITIES: Common Stock

                                          6
<PAGE>

               
Item 2(e).     CUSIP NUMBER:  449923101
               

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.


                                          7
<PAGE>

               (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 2,700,000 shares of the 
Issuer's outstanding common stock.  Based on this, Continental Grain Company 
beneficially owns, pursuant to rule 13d-3 of the Act, 2,700,000 shares, or 
12.07%, of the Issuer's common stock.

               ContiTrade Services Corporation: 
               ContiTrade Services Corporation holds a warrant interest in 
the Issuer which entitles it to purchase 2,700,000 shares of the Issuer's 
outstanding common stock.  Based on this, ContiTrade Services Corporation 
beneficially owns, pursuant to rule 13d-3 of the Act, 2,700,000 shares, or 
12.07%, of the Issuer's common stock.

               Michel Fribourg: Because of his position as a director of 
Continental Grain Company and 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 2,700,000 shares of the Issuer's common stock in 
the aggregate, which constitutes approximately 12.07% 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 2,700,000 
shares of the Issuer's common stock in the aggregate, which constitutes 
approximately 12.07% 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.

 
                                          8
<PAGE>


          (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 2,700,000 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 2,700,000 shares of the Issuer's common stock, when 
and if ContiTrade Services Corporation exercises its warrant interest in 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 2,700,000 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 2,700,000 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.[ ]


                                          9

<PAGE>

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-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.


                                          10
<PAGE>

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 3, 1998

                              
                              
                                        ContiTrade Services Corporation

                                        By: /s/Jerome M. Perelson
                                            ---------------------
                                        Name: Jerome M. Perelson
                                        Title: President



                                        Continental Grain Company

                                        By: /s/ Paul J. Fribourg                
                                            --------------------
                                        Name: Paul J. Fribourg
                                        Title: President and Chief              
                                        Executive Officer


                                        /s/ Michel Fribourg
                                        -------------------
                                        Michel Fribourg


                                        /s/ Mary Ann Fribourg
                                        ---------------------
                                        Mary Ann Fribourg
                                                

                                          11
<PAGE>

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 3, 1998

               
                              
               ContiTrade Services Corporation
               By: /s/ Jerome M. Perelson
                   ----------------------
               Name: Jerome M. Perelson
               Title: President


               Continental Grain Company
               By: /s/ Paul J. Fribourg
                   --------------------
               Name: Paul J. Fribourg
               Title: President and Chief 
               Executive Officer

               
               /s/ Michel Fribourg
               --------------------
               Michel Fribourg


               /s/ Mary Ann Fribourg
               ---------------------
               Mary Ann Fribourg



                                       12





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