SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D/A*
(Rule 13d-101)
(Amendment No. 1)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
Pennfed Financial Services, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
708167101
(CUSIP Number)
Jeffrey L. Gendell
200 Park Avenue, Suite 3900, New York, New York 10166 (212) 692-3695
(Name, address and telephone number of person
authorized to receive notices and communications)
October 15, 1998
(Date of event which requires filing of this statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7 for
other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 12 Pages)
________________
*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 purposes 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)
CUSIP No. 708167101 13D Page 2 of 12 Pages
____________________________________________________________________________
(1) NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY)
Tontine Financial Partners, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
WC, 00
____________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
424,600
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
424,600
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
424,600
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
4.6%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 708167101 13D Page 3 of 12 Pages
____________________________________________________________________________
(1) NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY)
Tontine Management, L.L.C.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
____________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
424,600
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
424,600
____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
424,600
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
4.6%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
00
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 708167101 13D Page 4 of 12 Pages
____________________________________________________________________________
(1) NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY)
Tontine Overseas Associates, L.L.C.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
____________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
342,500
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
342,500
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
342,500
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
3.7%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IA
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 708167101 13D Page 5 of 12 Pages
____________________________________________________________________________
(1) NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY)
Jeffrey L. Gendell
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [X]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
____________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
767,100
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
767,100
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
767,100
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
8.3%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 708167101 13D Page 6 of 12 Pages
Item 1. Security and Issuer
Item 1 is hereby amended and restated as follows:
The Schedule 13D initially filed on July 16, 1998 (the "Schedule 13D"),
relating to the common stock, $0.01 par value (the "Common Stock") of Pennfed
Financial Services, Inc. (the "Company"), is hereby amended by this Amendment
No. 1. The Company's principal executive offices are located at 622 Eagle Rock
Avenue, West Orange, New Jersey 07052-2989.
Item 2. Identity and Background.
Item 2 is hereby amended and restated as follows:
(a) This statement is filed by:
(i) Tontine Financial Partners, L.P., a Delaware limited
partnership ("TFP"), with respect to shares of Common Stock
beneficially owned by it;
(ii) Tontine Management, L.L.C., a limited liability company
organized under the laws of the State of Delaware ("TM"),
with respect to the shares of Common Stock directly owned by
TFP;
(iii) Tontine Overseas Associates, Ltd., a limited liability
company organized under the laws of the State of Delaware
("TOA"), which serves as investment manager to Tontine
Overseas Fund, Ltd. ("TOF") and to TFP Overseas Fund, Ltd.
("TFPO"), companies organized under the laws of
the Cayman Islands, with respect to the shares of
Common Stock directly owned by each of TOF and TFPO, as well
other managed accounts; and
(iv) Jeffrey L. Gendell ("Mr. Gendell"), with respect to the
shares of Common Stock directly owned by each of TFP,
TOF, TFPO and other managed accounts.
The foregoing persons are hereinafter sometimes
collectively referred to as the "Reporting Persons." Any
disclosures herein with respect to persons other than the
Reporting Persons are made on information and belief after
making inquiry to the appropriate party.
(b) The address of the principal business and principal office of TFP,
TM, and TOA is 200 Park Avenue, Suite 3900, New York, New York 10166. The
business address of Mr. Gendell is 200 Park Avenue, Suite 3900, New York, New
York 10166.
(c) The principal business of TFP is serving as a private investment
limited partnership investing primarily in financial institutions. The
principal business of TM is serving as general partner to TFP and to Tontine
Partners, L.P., an affiliated private investment limited partnership. The
principal business of TOA is that of an investment adviser engaging in the
purchase and sale of securities on behalf of clients and managed accounts. Mr.
CUSIP No. 708167101 13D Page 7 of 12 Pages
Gendell serves as the Managing Member of TM. Mr. Gendell also serves as the
Managing Member of TOA.
(d) None of the Reporting Persons has, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) None of the Reporting Persons has, during the last five years, been
a party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and, as a result of such proceeding, was, or is subject to, a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, Federal or State securities laws or finding
any violation with respect to such laws.
(f) TFP is a limited partnership organized under the laws of the State
of Delaware. TM and TOA are limited liability companies organized under the
laws of the State of Delaware. Mr. Gendell is a United States citizen.
Item 3. Source and Amount of Funds and Other Consideration.
Item 3 is hereby amended and restated as follows:
The net investment cost (including commissions, if any) of the shares of
Common Stock directly owned by TFP, TOF, TFPO, and other managed accounts is
approximately $4,611,567, $3,020,781, $2,383,126 and $280,000, respectively.
Neither TM, TOA nor Mr. Gendell owns directly any shares of Common Stock.
The shares of Common Stock purchased by TFP and TOF, TFPO, as well as
other managed accounts, were purchased with working capital and on margin.
TFP's, TOF's, TFPO's and the other managed accounts' margin transactions
are with ING Baring Furman Selz LLC, on such firm's usual terms and
conditions. All or part of the shares of Common Stock directly owned by TFP,
TOF, TFPO or other managed accounts may from time to time be pledged with one
or more banking institutions or brokerage firms as collateral for loans made by
such bank(s) or brokerage firm(s) to TFP, TOF, TFPO or other managed accounts.
Such loans bear interest at a rate based upon the broker's call rate from time
to time in effect. Such indebtedness may be refinanced with other banks or
broker-dealers.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated as follows:
A. Tontine Financial Partners, L.P.
(a) Aggregate number of shares beneficially owned: 424,600
Percentage: 4.6%. The percentages used herein and in
the rest of this Item 5 are based upon the 9,235,859 shares of Common Stock
issued and outstanding as of September 11, 1998, as reported in the Company's
Form 10-K for the period ending June 30, 1998.
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 424,600
CUSIP No. 708167101 13D Page 8 of 12 Pages
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 424,600
(c) The trading dates, number of shares of Common Stock purchased
or sold and the price per share for all transactions in the Common Stock within
the last sixty days, which were all in the open market, are set forth in
Schedule A and are incorporated by reference.
(d) TM, the general partner of TFP, has the power to direct the
affairs of TFP, including decisions respecting the disposition of the proceeds
from the sale of the shares. Mr. Gendell is the Managing Member of TM and in
that capacity directs its operations.
(e) Not Applicable.
B. Tontine Management, L.L.C.
(a) Aggregate number of shares beneficially owned: 424,600
Percentage: 4.6%
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 424,600
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 424,600
(c) TM did not enter into any transactions in the Common Stock
within the last sixty days. The trading dates, number of shares of Common
Stock purchased or sold and the price per share for all transactions in the
Common Stock within the last sixty days on behalf of TFP, which were all in the
open market, are set forth in Schedule A, and are incorporated by reference.
(d) Not applicable.
(e) Not applicable.
C. Tontine Overseas Associates, L.L.C.
(a) Aggregate number of shares beneficially owned: 342,500
Percentage: 3.7%
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 342,500
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 342,500
(c) The trading dates, number of shares of Common Stock purchased
or sold and the price per share for all transactions in the Common Stock on
behalf of clients (including TOF, TFPO and other managed accounts) within the
last sixty days, which were all in the open market, are set forth in Schedule B
and are incorporated by reference.
(d) Each of the clients of TOA has the power to direct the
receipt of dividends from or the proceeds of sale of such shares.
(e) Not Applicable.
D. Jeffrey L. Gendell.
(a) Aggregate number of shares beneficially owned: 767,100
Percentage: 8.3%
(b) 1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 767,100
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 767,100
CUSIP No. 708167101 13D Page 9 of 12 Pages
(c) Mr. Gendell did not enter into any transactions in the Common
Stock of the Company within the last sixty days. The trading dates, number of
shares of Common Stock purchased or sold and the price per share for all
transactions in the Common Stock within the last sixty days on behalf of TFP,
which were all in the open market, are set forth in Schedule A, and are
incorporated by reference. The trading dates, number of shares of Common Stock
purchased or sold and the price per share for all transactions in the Common
Stock within the last sixty days on behalf of TOF, TFPO and other managed
accounts, which were all in the open market, are set forth in Schedule B, and
are incorporated by reference.
(d) Not applicable.
(e) Not applicable.
CUSIP No. 708167101 13D Page 10 of 12 Pages
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
DATED: October 15, 1998
/s/ JEFFREY L. GENDELL
Jeffrey L. Gendell, individually, and as
managing member of
Tontine Management, L.L.C.,
general partner of
Tontine Financial Partners, L.P.,
and as managing member of
Tontine Overseas Associates, L.L.C.
CUSIP No. 708167101 13D Page 11 of 12 Pages
Schedule A
TONTINE FINANCIAL PARTNERS, L.P.
Price Per Share
Date of Number of Shares (including commissions,
Transaction Purchased/(Sold) if any)
10/15/98 4,200 12.28
10/16/98 3,300 12.53
CUSIP No. 708167101 13D Page 12 of 12 Pages
Schedule B
TONTINE OVERSEAS ASSOCIATES, L.L.C. - MANAGED ACCOUNTS
Price Per Share
Date of Number of Shares (including commissions,
Transaction Client Purchased/(Sold) if any)
08/26/98 TFPO 10,000 13.03
09/09/98 TFPO 15,000 14.04
09/23/98 TOF 15,000 14.00
09/23/98 Other 20,000 14.00
Managed
Accounts
