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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ------ )*
SGV BanCorp, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
78422T102
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(CUSIP Number)
May 22, 2000
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
*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).
Potential persons who are to respond to the collection of information contained
in this form are not required to respond unless this form displays a currently
valid OMB control number.
Page 1 of 10 pages
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CUSIP No. 78422T102
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Gabriel Capital Corporation
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) / /
(b) / /
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5 SOLE VOTING POWER
NUMBER OF ---------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 72,654
OWNED BY ---------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON ---------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
72,654
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
72,654
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10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) / /
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.3%
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12 TYPE OF REPORTING PERSON (See Instructions)
CO
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Page 2 of 10 pages
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CUSIP No. 78422T102
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
J. Ezra Merkin
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) / /
(b) / /
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
49,246
NUMBER OF ---------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 72,654
OWNED BY ---------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 49,246
PERSON ---------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
72,654
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
121,900
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10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) / /
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.5%
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12 TYPE OF REPORTING PERSON (See Instructions)
IN
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Page 3 of 10 pages
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Item 1. (a) Name of Issuer:
SGV BanCorp, Inc.
(b) Address of Issuer's Principal Executive Offices:
225 North Barranca Street
West Covina, CA 91791
Item 2. (a)(b)(c)Name of Person Filing; Address of Principal Business
Office or, if none Residence; Citizenship:
This Schedule 13G is being filed jointly by Gabriel
Capital Corporation, a Delaware corporation (f/k/a
Ariel Management Corp.) ("Gabriel Capital"), which is
the Investment Advisor of Ariel Fund Limited, a
Cayman Islands Corporation ("Ariel Fund"), and J.
Ezra Merkin ("Merkin"), who is the General Partner of
Gabriel Capital, L.P., a Delaware limited partnership
("Gabriel") (collectively, the "Reporting Persons").
Merkin is also the sole shareholder, sole director
and president of Gabriel Capital. The business
address of each of Gabriel, Gabriel Capital and
Merkin is 450 Park Avenue, New York, New York 10022
and the business address of Ariel Fund is c/o Maples
& Calder, P.O. Box 309, Grand Cayman, Cayman Islands,
British West Indies. Merkin is a United States
citizen.
(d) Title of Class of Securities:
Common Stock, par value $.01 per share
(e) CUSIP Number:
78422T102
Item 3. If this statement is being filed pursuant to Rule 13d-1(b),
or 13d-2(b), check whether the person filing is an:
(a)[ ] Broker or Dealer registered under Section 15 of the Act
(b)[ ] Bank as defined in section 3(a)(6) of the Act
(c)[ ] Insurance Company as defined in section 3(a)(19) of the
Act
(d)[ ] Investment Company registered under section 8 of the
Investment Company Act of 1940
(e)[ ] An Investment Adviser in accordance with Rule 13d-1(b)
(1)(ii)(E)
Page 4 of 10 pages
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(f)[ ] An Employee Benefit Plan or Endowment Fund in
accordance with Rule 13d-1(b)(1)(ii)(F)
(g)[ ] A Parent Holding Company or Control Person in
accordance with Rule 13d-1(b)(ii)(G)
(h)[ ] A Savings Association as defined in Section 3(b) of the
Federal Deposit Insurance Act
(i)[ ] A Church Plan that is excluded from the definition of
an investment company under Section 3(c)(14) of the
Investment Company Act of 1940
(j)[ ] Group, in accordance with 13d-1(b)(1)(ii)(J)
Item 4. Ownership:
(a) Amount Beneficially Owned: 121,900*
(b) Percent of Class: 5.5*
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote - *
(ii) shared power to vote or direct the vote - *
(iii) sole power to dispose or direct the
disposition of - *
(iv) shared power to dispose or direct the
disposition of - *
*See Attachment A
Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class of securities check the
following [ ]
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
N/A
Page 5 of 10 pages
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Item 7. Identification and Classification of the Subsidiary which
Acquired the Security Being Reported on by the Parent Holding
Company
N/A
Item 8. Identification and Classification of Members of the Group
N/A
Item 9. Notice of Dissolution of Group
N/A
Item 10. Certification
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to
above were not acquired and are not held for the
purpose of or with the effect of changing or
influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any
transaction having that purpose or effect.
Page 6 of 10 pages
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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.
GABRIEL CAPITAL CORPORATION
By: /s/ J. Ezra Merkin
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Name: J. Ezra Merkin
Title: President
/s/ J. Ezra Merkin
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J. EZRA MERKIN
Dated: May 26, 2000
Page 7 of 10 pages
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ATTACHMENT A
As of May 26, 2000, Gabriel is the holder of 49,246 shares of
Common Stock, or 2.2% of the outstanding shares of Common Stock. As of May 26,
2000, Ariel Fund is the holder of 72,654 shares of Common Stock, or 3.3% of the
outstanding shares of Common Stock. Gabriel and Ariel Fund are managed
investment vehicles and neither is the beneficial owner of said shares. Gabriel
Capital, as Investment Advisor to Ariel Fund, shares the power to vote and to
direct the voting of and the power to dispose and direct the disposition of the
72,654 shares of Common Stock owned by Ariel Fund. Accordingly, Gabriel Capital
may be deemed to be the beneficial owner of 72,654 shares of Common Stock, or
3.3% of the outstanding shares of Common Stock. As the General Partner of
Gabriel, Merkin has the power to vote and to direct the voting of and the power
to dispose and direct the disposition of the 49,246 shares of Common Stock owned
by Gabriel. In addition, as the sole shareholder and president of Gabriel
Capital, Merkin may be deemed to share the power to vote and to direct the
voting of and the power to dispose and direct the disposition of the 72,654
shares of Common Stock owned by Ariel Fund. Accordingly, Merkin may be deemed to
be the beneficial owner of 121,900 shares of Common Stock, or 5.5% of the
outstanding shares of Common Stock.
Page 8 of 10 pages
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AGREEMENT OF JOINT FILING
In accordance with Rule 13d-1(f) under the Securities Exchange
Act of 1934, as amended, the undersigned hereby agree to the joint filing with
all other persons signatory below of a statement on Schedule 13G or any
amendments thereto, with respect to the Common Stock of SGV BanCorp, Inc., and
that this Agreement be included as an attachment to such filing.
This Agreement may be executed in any number of counterparts
each of which shall be deemed to be an original and all of which together shall
be deemed to constitute one and the same Agreement.
IN WITNESS WHEREOF, the undersigned hereby execute this
Agreement on the 26th day of May, 2000.
GABRIEL CAPITAL CORPORATION
By: /s/ J. Ezra Merkin
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Name: J. Ezra Merkin
Title: President
/s/ J. Ezra Merkin
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J. EZRA MERKIN
Page 9 of 10 pages
