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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Golden State Bancorp (Formerly filed under CENFED Financial Corporation)
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
381197102
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(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 cover 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).
Page 1 of 5 pages
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CUSIP No. 381197102 13G
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Keefe Managers, Inc./ 13-3610107
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES 5. SOLE VOTING POWER
247,500*
BENEFICIALLY
OWNED BY EACH 6. SHARED VOTING POWER
0
REPORTING PERSON
WITH 7. SOLE DISPOSITIVE POWER
247,500*
8. SHARED DISPOSITIVE POWER
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
247,500*
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.2%*
12. TYPE OF REPORTING PERSON (See Instructions)
IA, CO
Page 2 of 5 pages
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Item 1. (a) Name of Issuer:
Golden State Bancorp
(b) Address of Issuer's Principal Executive Offices:
135 Main Street
San Francisco, CA 94105
Item 2. (a) Name of Person Filing:
Keefe Managers, Inc.
(b) Address of Principal Business Office or, if none, Residence:
375 Park Avenue, 23rd Floor
New York, NY 10152
(c) Citizenship:
Delaware corporation
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
381197102
Item 3. If this statement is filed pursuant to Sections 240.13d-1(b),
or 240.13d-2(b) or (c), check whether the person filing is a:
(e) |X| Investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E).
Item 4. Ownership:
(a) Amount Beneficially Owned: 247,500 *
(b) Percent of Class: 0.2% *
(c) Number of Shares as to which the person has:
Page 3 of 5 pages
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(i) sole power to vote or direct the vote 247,500 *
(ii) shared power to vote or direct the vote 0
(iii) sole power to dispose or direct the
disposition of 247,500 *
(iv) shared power to dispose or direct the disposition of 0
* Amounts do not include the 87,000 shares (0.07%
of the outstanding) as to which Rainbow Managers,
LLC, ("RM"), a Registered Investment Advisor and an
affiliate of Keefe Managers, Inc., ("KMI"), has
sole power to vote or direct the vote or to dispose
or direct the disposition. KMI does not
beneficially own such shares. Such shares were
purchased by RM on behalf of its discretionary
client in the ordinary course of business and not
for the purpose of or with the effect of changing
or influencing the control of the issuer, or in
connection with or as a participant in any
transaction having such purpose or effect.
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
Item 9. Notice of Dissolution of Group:
Not Applicable
Item 10. Certification
Page 4 of 5 pages
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By signing below I certify that, to the best of my
knowledge and belief, the securities referred to
above were acquired and are held in the ordinary
course of business and were not acquired and are
not held for the purpose of or with the effect of
changing or influencing the control of the issuer
of the securities and were not acquired and are not
held in connection with or as a participant in any
transaction having that purpose or effect.
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.
Keefe Managers, Inc.
BY: /s/ Harry V. Keefe, Jr.
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Harry V. Keefe, Jr.
Chairman
Date: February 5, 1999
Page 5 of 5 pages
