<PAGE>1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
RELIANCE FINANCIAL, INC.
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
759461106
(CUSIP Number)
Orin S. Kramer
Kramer Spellman, L.P.
2050 Center Avenue, Suite 300
Fort Lee, New Jersey
07024
(201) 592-1234
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 13, 1995
(Date of Event which Requires Filing this Statement)
If the filing person has previously filed a statement on Schedule 13G 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 [ ].
<PAGE>2
SCHEDULE 13D
CUSIP No. 759461106
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kramer Spellman, L.P.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable a[ ]
b[ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
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
7. SOLE VOTING POWER
None
8. SHARED VOTING POWER
SHARES
BENEFICIALLY 39,426
OWNED BY
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
39,426
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,426
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.17%
14. TYPE OF REPORTING PERSON*
PN
<PAGE>3
SCHEDULE 13D
CUSIP No. 759461106
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Orin S. Kramer
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable a[ ]
b[ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
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
7. SOLE VOTING POWER
None
8. SHARED VOTING POWER
SHARES
BENEFICIALLY 39,426
OWNED BY
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
39,426
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,426
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.17%
14. TYPE OF REPORTING PERSON*
IN
<PAGE>4
SCHEDULE 13D
CUSIP No. 759461106
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jay Spellman
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
Not Applicable a[ ]
b[ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
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
7. SOLE VOTING POWER
None
8. SHARED VOTING POWER
SHARES
BENEFICIALLY 39,426
OWNED BY
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
39,426
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,426
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.17%
14. TYPE OF REPORTING PERSON*
IN
<PAGE>5
This statement amends and supplements the information set forth in the
Schedule 13D filed by the Reporting Persons (as defined therein) with the
Securities and Exchange Commission (the "Commission") on June 29, 1995, and
constitutes Amendment No. 1 to the Schedule 13D. Capitalized terms used herein
without definition shall have the meaning assigned to such terms in the Schedule
13D.
Item 3. Sources and Amounts of Funds or Other Consideration
The first sentence of Item 3 is revised and amended in its
entirety as set forth below.
The Partnerships and Managed Accounts expended an aggregate
of approximately $534,502 (including brokerage commissions, if any) to purchase
the 39,426 shares of Common Stock held by them.
Item 5. Interest in Securities of the Issuer
Item 5 is revised and amended in its entirety as set forth below:
(a)-(b) On the date of this Statement:
(i) Mr. Kramer has beneficial ownership for purposes of
Section 13(d) of the Securities Exchange Act of 1934 ("Beneficial Ownership")
of 39,426 shares of Common Stock by virtue of his position as one of the two
general partners of KS. Such shares represent 9.17% of the issued and
outstanding Common Stock. Mr. Kramer shares voting power and dispositive
power over the Common Stock with Mr. Spellman and KS.
(ii) Mr. Spellman has Beneficial Ownership of 39,426 of
Common Stock by virtue of his position as one of the two general partners of
<PAGE>6
KS. Such shares represent 9.17% of the issued and outstanding Common Stock.
Mr. Spellman shares voting power and dispositive power over the Common Stock
with Mr. Kramer and KS.
(iii) KS has Beneficial Ownership of 39,426 shares of Common
Stock by virtue of its position as general partner of, or discretionary
investment manager to, the Partnerships and Managed Accounts, as the case the
may be, holding such shares of Common Stock. Such shares represent 9.17% of
the issued and outstanding Common Stock. KS shares voting power and dispositive
power over such shares with Mr. Kramer and Mr. Spellman.
The percentages used herein are calculated based upon the
430,000 shares of Common Stock stated to be issued and outstanding as of
December 11, 1995, as reflected in the Company's Annual Report on Form 10-K for
the year ended September 30, 1995.
(c) The trading dates, number of shares purchased or sold and
the average price per share (including commissions, if any) for all
transactions by the Reporting Persons during the past 60 days are set forth in
Schedule I hereto. All such transactions were over-the-counter purchases.
(d) Boston Provident Partners, L.P., one of the Partnerships
and Managed Accounts, is known to have the right to receive or the power to
direct the receipt of dividends from or the proceeds of sale of 23,126 shares
of Common Stock. No other person, other than each respective record owner
referred to herein of shares of Common Stock is known to have the right to
<PAGE>7
receive or the power to direct the receipt of dividends from or the proceeds
of sale of shares of Common Stock.
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.
February 15, 1996
KRAMER SPELLMAN, L.P.
By: /s/ Orin S. Kramer
Name: Orin S. Kramer
Title: a General Partner
By: /s/ Jay Spellman
Name: Jay Spellman
Title: a General Partner
/s/ Orin S. Kramer
Orin S. Kramer
/s/ Jay Spellman
Jay Spellman
<PAGE>8
<TABLE>
<CAPTION>
Schedule I
Date Shares Purchased Price Per Share
<S> <C> <C>
12/13/95 5,100 13.885
Date Shares Sold Price Per Share
12/13/95 5,100 13.865
</TABLE>
