SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE l3D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
LIBERTE INVESTORS
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(Name of Issuer)
Common Stock, no par value per share
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(Title of Class of Securities)
530152107
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(CUSIP Number)
with a copy to:
Jeffrey S. Halis Robert G. Minion, Esq.
500 Park Avenue Lowenstein, Sandler, Kohl,
Fifth Floor Fisher & Boylan, P.C.
New York, New York 10022 65 Livingston Avenue
(212) 486-4794 Roseland, New Jersey 07068
(201) 992-8700
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 16, 1996
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule l3G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box.|_|
Check the following box if a fee is being paid with this statement |_|. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of less than five percent of such class.
See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule l3d-1(a) for other parties to whom copies are to be
sent.
*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).
<PAGE>
1) Names of Reporting Persons (S.S. or I.R.S. Identification Nos. of Above
Persons):
Jeffrey S. Halis ###-##-####
2) Check the Appropriate Box if a Member of a Group (See Instructions):
(a) Not
(b) Applicable
3) SEC Use Only
4) Source of Funds (See Instructions): WC
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e):
Not Applicable
6) Citizenship or Place of Organization:
United States
Number of 7) Sole Voting Power: 597,400*
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Shares Beneficially 8) Shared Voting Power: 0
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Owned by
Each Reporting 9) Sole Dispositive Power: 597,400*
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Person With: 10) Shared Dispositive Power: 0
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11) Aggregate Amount Beneficially Owned by Each Reporting Person:
597,400*
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions):
Not Applicable
13) Percent of Class Represented by Amount in Row
(11): 2.9%*
14) Type of Reporting Person (See Instructions): IA, IN
* 531,000 shares (2.6%) of Liberte Investors common stock are owned by
Tyndall Partners, L.P., a Delaware limited partnership. 66,400 shares
(0.3%) of Liberte Investors common stock are owned by Madison Avenue
Partners, L.P., a Delaware limited partnership. Pursuant to the
Agreement of Limited Partnership of each of Tyndall Partners, L.P. and
Madison Avenue Partners, L.P., Jeffrey S. Halis possesses sole voting
and investment control over all securities owned by each of Tyndall
Partners, L.P. and Madison Avenue Partners, L.P., respectively. See
Item 5 for further information on the computation of percentages set
forth herein.
<PAGE>
Item 5. Interest in Securities of the Issuer.
Based upon information provided by management of Liberte
Investors, as of August 16, 1996 there were issued and outstanding 20,256,097
shares of common stock of Liberte Investors. As of August 16, 1996, Tyndall
Partners, L.P. owned 531,000 of such shares, or 2.9% of those outstanding, and
Madison Avenue Partners, L.P. owned 66,400 of such shares, or 0.3% of those
outstanding. Jeffrey Halis possesses sole power to vote and direct the
disposition of all shares of common stock of Liberte Investors owned by each of
Tyndall Partners, L.P. and Madison Avenue Partners, L.P. The following table
details the transactions by each of Tyndall Partners, L.P. and Madison Avenue
Partners, L.P. in shares of common stock of Liberte Investors during the past
sixty days:
A. Tyndall Partners, L.P.
Date Quantity Price
(Purchases)
NONE
(Sales)
August 15, 1996 2,400 $4.00
August 16, 1996 15,100 $4.00
B. Madison Avenue Partners, L.P.
Date Quantity Price
(Purchases)
NONE
(Sales)
August 16, 1996 2,500 $4.00
As of August 16, 1996, Jeffrey S. Halis ceased to be the beneficial
owner of more than five percent of the common stock of Liberte Investors.
<PAGE>
Signature
After reasonable inquiry and to the best of the undersigned's
knowledge and belief, the undersigned hereby certifies that the information set
forth in this statement is true, complete and correct.
August 30, 1996
/s/ Jeffrey S. Halis
_________________________________________
Jeffrey S. Halis, as a general partner
of Halo Capital Partners, L.P., the
general partner of each of Tyndall
Partners, L.P. and Madison Avenue
Partners, L.P.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).