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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
Highland Bancorp Inc. (formerly Highland Federal Bank FSB)
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
429879109
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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).
92965-1
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CUSIP No. 429879109
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
KEEFE MANAGERS, INC.
13-361-0107
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
2 (a) / /
(b) / /
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3 SEC USE ONLY
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CITIZENSHIP OR PLACE OF ORGANIZATION
4
Delaware
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SOLE VOTING POWER
5
NUMBER OF - 0 -
SHARES -------------------------------------------------------
BENEFICIALLY SHARED VOTING POWER
OWNED BY 6
EACH - 0 -
REPORTING -------------------------------------------------------
PERSON SOLE DISPOSITIVE POWER
WITH 7
- 0 -
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8 SHARED DISPOSITIVE POWER
- 0 -
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
- 0 -
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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
0.0%
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12 TYPE OF REPORTING PERSON (See Instructions)
IA, CO
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Item 1. (a) Name of Issuer:
Highland Bancorp Inc. (formerly Highland Federal Bank FSB)
(b) Address of Issuer's Principal Executive Offices or, if none,
Residence:
601 S. Glenoaks Boulevard Suite 200
Burbank, California 91502
Item 2. (a) Name of Person Filing:
KEEFE MANAGERS, INC.
(b) Address of Principal Business Office or, if none, Residence:
375 Park Avenue (31st Floor)
New York, New York 10152
(c) Citizenship:
Delaware Corporation
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
429879109
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
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Security Act of 1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F)
(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: 0
(b) Percent of Class: 0.0%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote - 0
(ii) shared power to vote or direct the vote - 0
(iii) sole power to dispose or direct the disposition of - 0
(iv) shared power to dispose or direct the disposition of - 0
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 [X].
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Not applicable
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.
KEEFE MANAGERS, INC.
BY: /s/ Harry V. Keefe, Jr.
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Harry V. Keefe, Jr.
Chairman
Date: February 9, 1998
