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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)*
Catskill Financial Corporation
- -------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- -------------------------------------------------------------------------------
(Title of Class of Securities)
149348104
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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. 149348104
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 0
NUMBER OF
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER 0
PERSON
WITH
8 SHARED DISPOSITIVE POWER 0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) |_|
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
12 TYPE OF REPORTING PERSON (See Instructions)
IA, CO
Page 2 of 5 pages
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Item 1. (a) Name of Issuer:
Catskill Financial Corporation
(b) Address of Issuer's Principal Executive Offices:
341 Main Street
Catskill, NY 12414
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:
149348104
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: 0
(b) Percent of Class: 0.0%
(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 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
Item 9. Notice of Dissolution of Group:
Not Applicable
Item 10. Certification
Page 4 of 5 pages
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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
