SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934*
(Amendment No. 1)
CUMBERLAND MOUNTAIN BANCSHARES INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
230755100
(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)
November 20, 1997
(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 12]
13D
CUSIP No. 230755100
____________________________________________________________________________
(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
58,516
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
58,516
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
58,516
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
8.6%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
[page 2 of 12]
13D
CUSIP No. 230755100
____________________________________________________________________________
(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
58,516
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
58,516
____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
58,516
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
8.6%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
00
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
[page 3 of 12]
13D
CUSIP No. 230755100
____________________________________________________________________________
(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
8,600
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
8,600
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
8,600
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
1.3%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IA
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
[page 4 of 12]
13D
CUSIP No. 230755100
____________________________________________________________________________
(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
67,116
OWNED BY ___________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
67,116
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
67,116
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
9.9%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
[page 5 of 12]
The Schedule 13D originally filed on July 31, 1997 (the "Schedule 13D") by
Jeffrey L. Gendell, Tontine Financial Partners, L.P., and Tontine Management,
L.L.C., relating to the common stock with $.01 par value (the "Common Stock"),
of Cumberland Mountain Bancshares, Inc. (the "Company"), whose principal
executive offices are located at 1431 Cumberland Ave., Middlesboro, KY 40968,
is hereby amended by this Amendment No. 1 to the Schedule 13D.
Item 2. Identity and Background.
Item 2 is hereby amended and restated as follows:
(a) This statement is filed by: (i) Tontine Financial Partners,
("Tontine") a Delaware limited partnership, with respect to the shares of
Common Stock directly 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 Tontine, (iii) Tontine
Overseas Associates, Ltd., a Delaware limited liability company ("TOA"), which
serves as investment manager to TFP Overseas Fund, Ltd., a company organized
under the laws of the Cayman Islands ("TFPO"), with respect to the shares of
Common Stock directly owned by TFPO, and (iv) Jeffrey L. Gendell, with respect
to the shares of Common Stock directly owned by Tontine and TFPO. The
foregoing persons are 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 address of the principal business and principal office of Mr.
Gendell is 200 Park Avenue, Suite 3900, New York, New York 10166. The address
of the principal business and principal office of Tontine, TM, and TOA is 200
Park Avenue, Suite 3900, New York, New York 10166.
(c) Mr. Gendell serves as the Managing Member of TM and of TOA. The
principal business of TM is serving as general partner to Tontine and to
Tontine Partners, L.P., an affiliated private investment limited partnership.
The principal business of Tontine is serving as a private investment limited
partnership investing 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, including TFPO.
(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.
[page 6 of 12]
(f) Mr. Gendell is a United States citizen. TM and TOA are limited
liability companies organized under the laws of the State of Delaware. Tontine
is a limited partnership organized under the laws of the State of Delaware.
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 beneficially owned by Tontine and TFPO is $759,029 and $138,625,
respectively. Neither Mr. Gendell, TM, nor TOA own directly any shares of
Common Stock.
The shares of Common Stock purchased by Tontine and TFPO were purchased
with working capital and on margin.
Tontine's margin transactions are with Bear Stearns Securities Corp.,
on such firm's usual terms and conditions. TFPO's margin transactions are with
Furman Selz LLC, on such firm's usual terms and conditions. All or part of the
shares of Common Stock beneficially owned by the Reporting Persons 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 the
Reporting Persons. 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.
Item 4 is hereby amended and restated as follows:
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, such Reporting Persons 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 has 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. Such 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.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated as follows:
A. Tontine Financial Partners, L.P.
[page 7 of 12]
(a) Aggregate number of shares beneficially owned: 58,516
Percentage: 8.6% The percentages used herein and in the rest of
Item 5 are calculated based upon the 678,800 shares of Common Stock issued and
outstanding as of September 18, 1997.
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 58,516
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 58,516
(c) Tontine did not enter into any transactions in the Common Stock
within the last sixty days.
(d) Tontine Management, L.L.C., the general partner of Tontine, has
the power to direct the affairs of Tontine, 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) Not Applicable.
B. Tontine Management, L.L.C.
(a) Aggregate number of shares beneficially owned: 58,516
Percentage: 8.6%
(b) 1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 58,516
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 58,516
(c) TM did not enter into any transactions in the Common Stock
of the Company within the last sixty days.
(d) Not applicable.
(e) Not applicable.
C. Tontine Overseas Associates, L.L.C.
(a) Aggregate number of shares beneficially owned: 8,600
Percentage: 1.3%
(b) 1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 8,600
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 8,600
(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 on
behalf of clients (including TFPO) within the last sixty days, which were all
in the open market, are set forth in Schedule A 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: 67,116
Percentage: 9.9%
(b) 1. Sole power to vote or direct vote: -0-
2. Shared power to vote or direct vote: 67,116
3. Sole power to dispose or direct the disposition: -0-
4. Shared power to dispose or direct the disposition: 67,116
(c) Mr. Gendell did not enter into any transactions in the Common
[page 8 of 12]
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 TFPO, which were all in the open
market, are set forth in Schedule A and are incorporated by reference.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
Item 6 is hereby restated as follows:
Other than the Joint Acquisition Statement attached as Exhibit 1 hereto,
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.
Item 7 is hereby restated as follows:
There is filed herewith as Exhibit 1 a written agreement relating to the
filing of joint acquisition statements as required by Rule 13d-1(f)(1) under
the Securities Exchange Act of 1934, as amended.
[page 9 of 12]
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: November 24, 1997
/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
[page 10 of 12]
Schedule A
TONTINE OVERSEAS ASSOCIATES, L.L.C. - MANAGED ACCOUNTS
Price Per Share
Date of Number of Shares (including commissions,
Transaction Entity Purchased/(Sold) if any)
11/17/97 TFPO 3,000 15.88
11/20/97 TFPO 5,600 16.25
[page 11 of 12]
EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13D-1(f)1
The undersigned acknowledge and agree that the foregoing statement on Schedule
13D, as amended, is filed on behalf of each of the undersigned and that all
subsequent amendments to this statement on Schedule 13D, as amended, shall be
filed on behalf of each of the undersigned without the necessity of filing
additional joint acquisition statements. The undersigned acknowledge that
each shall be responsible for the timely filing of such amendments, and for
the completeness and accuracy of the information concerning him or it
contained therein, but shall not be responsible for the completeness and
accuracy of the information concerning the other, except to the extent that he
or it knows or has reason to believe that such information is inaccurate.
DATED: November 24, 1997
/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
[page 12 of 12]
