<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)
Granite Financial, Inc.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
38740H107
(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)
February 5, 1998
(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 [ ].
<PAGE>
SCHEDULE 13D
CUSIP No. 38740H107
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 423,100
OWNED BY
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
423,100
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
423,100
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.89%
14. TYPE OF REPORTING PERSON*
PN
<PAGE>
SCHEDULE 13D
CUSIP No. 38740H107
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 423,100
OWNED BY
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
423,100
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
423,100
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.89%
14. TYPE OF REPORTING PERSON*
IN
<PAGE>
SCHEDULE 13D
CUSIP No. 38740H107
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jay S. 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 None
OWNED BY
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON None
WITH
10. SHARED DISPOSITIVE POWER
None
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
None
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.00%
14. TYPE OF REPORTING PERSON*
IN
<PAGE>
SCHEDULE 13D
CUSIP No. 38740H107
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Boston Provident Partners, 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
229,300
8. SHARED VOTING POWER
SHARES
BENEFICIALLY None
OWNED BY
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 229,300
WITH
10. SHARED DISPOSITIVE POWER
None
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
229,300
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.73%
14. TYPE OF REPORTING PERSON*
PN
<PAGE>
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 November 7, 1996, as
amended by Amendment No. 1 filed with the Commission on December 3, 1996,
Amendment No. 2 filed with the Commission on December 12, 1996, Amendment No. 3
filed with the Commission on December 18, 1996, Amendment No. 4 filed with the
Commission on January 7, 1997, Amendment No. 5 filed with the Commission on
February 11, 1997, Amendment No. 6 filed with the Commission on March 18, 1997,
Amendment No. 7 filed with the Commission on July 25, 1997 and constitutes
Amendment No. 8. Capitalized terms used herein without definition shall have the
meaning assigned to such terms in the Schedule 13D.
Item 2. Identity and Background
The first two paragraphs of Item 2 are revised and amended in their
entirety as set forth below:
The Statement is being filed by (1) Kramer Spellman L.P., a Delaware
limited partnership ("KS"), (2) Orin S. Kramer, a United States citizen, in his
capacity as general partner of KS ("Mr. Kramer"), (3) Jay S. Spellman, a United
States citizen, in his capacity as a former general partner of KS ("Mr.
Spellman"), and (4) Boston Provident Partners, L.P., a Delaware limited
partnership ("Boston Provident"). KS, Mr. Kramer, Mr. Spellman
and Boston Provident are sometimes collectively referred to herein as the
"Reporting Persons".
KS serves as a general partner to investment partnerships, including Boston
Provident, and as a discretionary investment manager to managed accounts. The
principal offices of KS and Boston Provident are located at 2050 Center Avenue,
Suite 300, Fort Lee, New Jersey 07024, which is also the business address of Mr.
Kramer and Mr. Spellman.
Item 5. Interest in Securities of the Issuer
Item 5 of the Schedule 13D 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 423,100
shares of Common Stock by virtue of his position as general partner of KS. Such
shares represent 6.89% of the issued and outstanding Common Stock. Mr. Kramer
shares voting power and dispositive power over the Common Stock with KS.
(ii) Mr. Spellman no longer has Beneficial Ownership of any Common
Stock as a result of his withdrawal as a general partner of KS effective as of
December 31, 1997. Accordingly, Mr. Spellman no longer shares voting power or
dispositive power over the Common Stock with Mr. Kramer and KS.
(iii) KS has Beneficial Ownership of 423,100 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 may be, holding
such shares of Common Stock. Such shares represent 6.89% of the issued and
outstanding Common Stock. KS shares voting power and dispositive power over such
shares with Mr. Kramer.
(iv) Boston Provident has Beneficial Ownership of 229,300 shares of
Common Stock by virtue of its sole ownership of such shares of Common Stock.
Such shares represent 3.73% of the issued and outstanding Common Stock.
The percentages used herein are calculated based upon the 6,140,000
shares of Common Stock stated to be issued and outstanding as of October 15,
1997, as reflected in the Company's Form 10-QSB for the three months ended
September 30, 1997.
(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.
(d) No person other than each respective record owner referred to
herein of shares of Common Stock is known to have the right to receive or the
power to direct the receipt of dividends from or the proceeds of sale of shares
of Common Stock. Boston Provident is known to have the right to receive or the
power to direct the receipt of dividends from or the proceeds of sale of shares
of Common Stock.
(e) Effective December 31, 1997, Mr. Spellman ceased to be the
Beneficial Owner of more than 5% of the outstanding shares of Common Stock as a
result of his withdrawal as a general partner of KS as of that date.
Additionally, effective February 5, 1998, Boston Provident ceased to be the
Beneficial Owner of more than 5% of the outstanding shares of Common Stock.
Item 7. Material to be Filed as Exhibits
Joint Filing Agreement among KS, Mr. Kramer, Mr. Spellman and Boston
Provident dated December 12, 1996 (filed as Exhibit A to Amendment No. 2 and
incorporated herein by reference).
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 10, 1998
KRAMER SPELLMAN L.P.
By: /s/ Orin S. Kramer
Name: Orin S. Kramer
Title: General Partner
By: /s/ Jay S. Spellman
Name: Jay S. Spellman
Title: Limited Partner
/s/ Orin S. Kramer
Orin S. Kramer
/s/ Jay S. Spellman
Jay S. Spellman
BOSTON PROVIDENT PARTNERS, L.P.
By: Kramer Spellman, L.P.
By: /s/ Orin S. Kramer
Name: Orin S. Kramer
Title: General Partner
By: /s/ Jay S. Spellman
Name: Jay S. Spellman
Title: Limited Partner
<PAGE>
Schedule I
Date Shares Purchased Price Per Share
- ---- ---------------- ---------------
01/06/98 56,000 $18.308
Date Shares Sold Price Per Share
- ---- ----------- ---------------
01/13/98 20,000 $17.877
01/14/98 3,000 18.189
01/27/98 6,000 18.814
02/05/98 125,000 19.489
02/09/98 25,000 19.439
