SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20552
______________________
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934*
(Amendment No. 4)
TECHE HOLDING COMPANY
(Name of Issuer)
Common Stock
(Title of Class of Securities)
878330109
(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)
September 30, 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 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 [ ].
NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-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 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).
<PAGE 1 of 15>
13D
CUSIP No. 878330109
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
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
32,100
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
32,100
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
32,100
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
.1%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE 2 of 15>
13D
CUSIP No. 878330109
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
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
32,100
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
32,100
____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
32,100
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
.1%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
00
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE 3 of 15>
13D
CUSIP No. 878330109
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Tontine 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
0
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
0
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
0
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
0%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE 4 of 15>
13D
CUSIP No. 878330109
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
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
32,100
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
32,100
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
32,100
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
.1%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE 5 of 15>
13D
CUSIP No. 878330109
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
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
0
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
0
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
0
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
0%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IA
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE 6 of 15>
13D
CUSIP No. 878330109
The Schedule 13D, initially filed on March 21, 1997 by Jeffrey L. Gendell
and Tontine Financial Partners, L.P. (the "Schedule 13D"), and amended by
Amendment No.1 to the Schedule 13D on April 10, 1997, by Jeffrey L. Gendell,
Tontine Partners, L.P., and Tontine Financial Partners, L.P., and Amendment No.
2 to the Schedule 13D on July 30, 1997, by Jeffrey L. Gendell, Tontine
Partners, L.P., Tontine Financial Partners, L.P., and Tontine Management,
L.L.C., and Amendment No. 3 to the Schedule on September 25, 1997, by Jeffrey
L. Gendell, Tontine Partners, L.P., Tontine Financial Partners, L.P., Tontine
Management, L.L.C. and Tontine Overseas Associates, L.L.C., relating to the
common stock with $.01 par value (the "Common Stock") of Teche Holding Company
(the "Company"), whose principal executive offices are located at 211 Willow
Street, Franklin, Louisiana, 70538, is hereby amended in its entirety by this
Amendment No. 4 to the Schedule 13D as follows:
Item 2. Identity and Background.
(a) This statement is filed by: (i) Jeffrey L. Gendell, with respect to
the shares of Common Stock directly owned by Tontine Partners, L.P., a Delaware
Limited Partnership ("TP"), Tontine Financial Partners, L.P., a Delaware
limited partnership ("TFP"), and Tontine Overseas Fund, Ltd., a company
organized under the laws of the Cayman Islands ("TOF"), (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 TP and TFP, (iii) TP, with respect to the shares of Common Stock
beneficially owned by it, (iv) TFP, with respect to the shares of Common Stock
beneficially owned by it, and (v) Tontine Overseas Associates, Ltd., a limited
liability company organized under the laws of the State of Delaware, ("TOA")
which serves as investment manager to TOF, with respect to the shares of Common
Stock directly owned by TOF, as well as other managed accounts.
The foregoing persons are hereinafter sometimes 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 business address of Mr. Gendell is 200 Park Avenue, Suite 3900,
New York, New York 10166. The address of the principal business and principal
office of TM, TP, TFP, and TOA is 200 Park Avenue, Suite 3900, New York, New
York 10166.
(c) Mr. Gendell serves as the Managing Member of TM. Mr. Gendell also
serves as the Managing Member of TOA. The principal business of TM is serving
as general partner to TP and to TFP. The principal business of TP is serving
as a private investment limited partnership investing primarily in equity
securities. The principal business of TFP is serving as a private investment
limited partnership investing primarily in financial institutions. 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.
<Page 7 of 15
13D
CUSIP No. 878330109
(d) None of the persons referred to in paragraph (a) has, during the
last five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) None of the persons referred to in paragraph (a) 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) Mr. Gendell is a United States citizen. TM and TOA are limited
liability companies organized under the laws of the State of Delaware. TP and
TFP are limited partnerships organized under the laws of the State of Delaware.
Item 3. Source and Amount of Funds and Other Consideration.
The net investment cost (including commissions, if any) of the shares of
Common Stock beneficially owned by TFP is approximately $577,945. Mr. Gendell
does not directly own any shares of Common Stock.
TP's, TM's, TOA's and TFP's and Mr. Gendell's 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 and Mr. Gendell 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
and Mr. Gendell. 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 4. Purpose of the Transaction.
The purpose of the acquisition of the shares of Common Stock by the
Reporting Persons is for investment, and the purchases of the shares of Common
Stock by the Reporting Persons were made in the ordinary course of business and
were not made for the purpose of acquiring control of the Company. Although
the acquisition of the shares of Common Stock by the Reporting Persons is for
investment purposes, each Reporting Person will pursue discussions with
management to maximize long-term value for shareholders. Each of the Reporting
Persons may make further purchases of shares of Common Stock from time to time
and may dispose of any or all of the shares of Common Stock held by it at any
time. None of the Reporting Persons have any plans or proposals which relate
to, or could result in, any of the matters referred to in paragraphs (b)
through (j), inclusive, of Item 4 of Schedule 13D. Each of the Reporting
Persons may, at any time and from time to time, review or reconsider their
position and formulate plans or proposals with respect thereto, but have no
present intention of doing so.
<Page 8 of 15>
13D
CUSIP No. 878330109
Item 5. Interest in Securities of the Issuer.
A. Jeffrey L. Gendell.
(a) Aggregate number of shares beneficially owned: 32,100
Percentage: .1% The percentages used herein and in the rest of Item 5 are
calculated based upon the 3,438,880 shares of Common Stock issued and
outstanding as of July 31, 1998 as reflected in the Company's Form 10-Q 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: 32,100
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 32,100
(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 on behalf of TP, TFP, and TOA which were
all in the open market are set forth in Schedules A, B, and C respectively, and
are incorporated by reference.
(d) Not applicable.
(e) The date on which the Reporting Persons ceased to be the
beneficial owner of more than five percent of the Common Stock was September
30, 1998.
B. Tontine Management, L.L.C.
(a) Aggregate number of shares beneficially owned: 32,100
Percentage: .1%
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 32,100
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 32,100
(c) TM 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 on behalf of TP and TFP, which were all in the
open market are set forth in Schedules A and B, respectively, and are
incorporated by reference.
(d) Not applicable.
(e) The date on which the Reporting Persons ceased to be the
beneficial owner of more than five percent of the Common Stock was September
30, 1998.
C. Tontine Partners, L.P.
(a) Aggregate number of shares beneficially owned: 0
Percentage: 0%
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 0
<Page 9 of 15>
13D
CUSIP No. 878330109
(c) The trading dates, number of shares of Common Stock purchased
or sold and the price per share for all transactions by TP 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) Tontine Management, L.L.C., the general partner of TP, has
the power to direct the affairs of TP, including decisions respecting the
disposition of the proceeds from the sale of the shares. Mr. Gendell is the
Managing Member of Tontine Management, L.L.C. and in that capacity directs its
operations.
(e) The date on which the Reporting Persons ceased to be the
beneficial owner of more than five percent of the Common Stock was September
30, 1998.
D. Tontine Financial Partners, L.P.
(a) Aggregate number of shares beneficially owned: 32,100
Percentage: .1%
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 32,100
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 32,100
(c) The trading dates, number of shares of Common Stock purchased
or sold and the price per share for all transactions by TFP in the Common Stock
within the last sixty days, which were all in the open market, are set forth in
Schedule B and are incorporated by reference.
(d) Tontine Management, L.L.C., 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 Tontine Management, L.L.C. and in that capacity directs its
operations.
(e) The date on which the Reporting Persons ceased to be the
beneficial owner of more than five percent of the Common Stock was September
30, 1998.
E. Tontine Overseas Associates, L.L.C.
(a) Aggregate number of shares beneficially owned: 0
Percentage: 0 %
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 0
(c) The trading dates, number of shares of Common Stock purchased
or sold and the price per share for all transactions by TOA in the Common Stock
within the last sixty days, which were all in the open market, are set forth in
Schedule C 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) The date on which the Reporting Persons ceased to be the
beneficial owner of more than five percent of the Common Stock was September
30, 1998.
<Page 10 of 15>
13D
CUSIP No. 878330109
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
Other than the Joint Acquisition Statement attached as Exhibit 1 to
Amendment No. 3, there are no contracts, arrangements, understandings or
relationships (legal or otherwise) among the persons named in Item 2 hereof and
between such persons and any person with respect to any securities of the
Company, including but not limited to transfer or voting of any other
securities, finder's fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, divisions of profits or loss, or the giving or
withholding of proxies.
Item 7. Materials to be Filed as Exhibits.
Not applicable.
<Page 11 of 15>
13D
CUSIP No. 878330109
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 2, 1998 /s/ JEFFREY L. GENDELL
Jeffrey L. Gendell, individually, and as
Managing Member of Tontine Management,
L.L.C., General Partner of Tontine
Partners, L.P. & Tontine Financial
Partners, L.P., and as Managing Member of
Tontine Overseas Associates, L.L.C.
<PAGE 12 of 15>
Schedule A
TONTINE PARTNERS, L.P.
Price Per Share
Date of Number of Shares (including commissions,
Transaction Purchased/(Sold) if any)
09/30/98 (66,550) 14.88
<PAGE 13 of 15>
Schedule B
TONTINE FINANCIAL PARTNERS, L.P.
Price Per Share
Date of Number of Shares (including commissions,
Transaction Purchased/(Sold) if any)
09/30/98 (201,050) 14.88
<PAGE 14 of 15>
Schedule C
TONTINE OVERSEAS ASSOCIATES, L.L.C. - MANAGED ACCOUNTS
Price Per Share
Date of Number of Shares (including commissions,
Transaction Entity Purchased/(Sold) if any)
09/30/98 TOF (20,000) 14.88
09/30/98 TOA (12,400) 14.88
<PAGE 15 of 15>
