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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. )*
Resource Asset Investment Trust
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
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(Title of Class of Securities)
761196104
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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. 761196104
1 NAMES 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
5 SOLE VOTING POWER 534,900 *
NUMBER OF
SHARES 6 SHARED VOTING POWER 0
BENEFICIALLY
OWNED BY 7 SOLE DISPOSITIVE POWER 534,900 *
EACH
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER 0
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
534,900 *
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.7% *
12 TYPE OF REPORTING PERSON (See Instructions)
IA, CO
Page 2 of 5 pages
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Item 1. (a) Name of Issuer:
Resource Asset Investment Trust
(b) Address of Issuer's Principal Executive Offices:
1845 Walnut Street, 10th Floor
Philadelphia, PA 19103
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:
761196104
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: 534,900 *
(b) Percent of Class: 8.7% *
(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
534,900 *
(ii) shared power to vote or direct the vote
0
(iii) sole power to dispose or direct the
disposition of 534,900 *
(iv) shared power to dispose or direct the
disposition of 0
* Amounts do not include the 125,000 shares (2.03% 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:
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
KMI has purchased all of the shares reported in this
statement on behalf of its discretionary clients.
Such clients have 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
KMI's general authority to invest and reinvest the
assets in each account under its management.
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
Page 4 of 5 pages
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Item 10. Certification
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.
-----------------------
Harry V. Keefe, Jr.
Chairman
Date: February 5, 1999
Page 5 of 5 pages
