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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Flagstar Bancorp, Inc.
Common Stock
337930 10 1
December 31, 2004
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| o | Rule 13d-1(b) | |
| o | Rule 13d-1(c) | |
| x | 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 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 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).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
SEC 1745 (12-02)
Page 1 of 9 Pages
| CUSIP No. 337930 10 1 | 13 G | Page 2 of 9 Pages | ||
| 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only). Carrie C. Langdon |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) o
(b) x
| 3. | SEC Use Only |
| 4. | Citizenship or Place of Organization United States of America |
| 5. | Sole Voting Power | |||
| 0 |
||||
| Number of | 6. | Shared Voting Power | ||
| Shares | 3,593,630 | |||
| Beneficially |
|
|||
| Owned by Each | 7. | Sole Dispositive Power | ||
| Reporting | 0 | |||
| Person |
|
|||
| With: | 8. | Shared Dispositive Power | ||
| 3,593,630 | ||||
|
|
||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,593,630 |
|
|
||||
| 10. | Check if the Aggregate Amount
in Row (9) Excludes
Certain Shares (See Instructions) |
|||
|
|
||||
| 11. | Percent of Class Represented
by Amount In Row (9) 5.9% |
|||
|
|
||||
| 12. | Type of Reporting Person (See
Instructions) IN |
|||
| CUSIP No. 337930 10 1 | 13 G | Page 3 of 9 Pages | ||
| 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only). Carrie C. Langdon Trust |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) o
(b) x
| 3. | SEC Use Only |
| 4. | Citizenship or Place of Organization Michigan |
| 5. | Sole Voting Power | |||
| 0 |
||||
| Number of | 6. | Shared Voting Power | ||
| Shares | 3,593,630 | |||
| Beneficially |
|
|||
| Owned by Each | 7. | Sole Dispositive Power | ||
| Reporting | 0 | |||
| Person |
|
|||
| With: | 8. | Shared Dispositive Power | ||
| 3,593,630 | ||||
|
|
||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,593,630 |
|
|
||||
| 10. | Check if the Aggregate Amount
in Row (9) Excludes
Certain Shares (See Instructions) |
|||
|
|
||||
| 11. | Percent of Class Represented
by Amount In Row (9) 5.9% |
|||
|
|
||||
| 12. | Type of Reporting Person (See
Instructions) OO: a trust |
|||
| CUSIP No. 337930 10 1 | 13 G | Page 4 of 9 Pages | ||
| 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only). The Langdon Equity, LLC |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) o
(b) x
| 3. | SEC Use Only |
| 4. | Citizenship or Place of Organization Michigan |
| 5. | Sole Voting Power | |||
| 0 |
||||
| Number of | 6. | Shared Voting Power | ||
| Shares | 220,000 | |||
| Beneficially |
|
|||
| Owned by Each | 7. | Sole Dispositive Power | ||
| Reporting | 0 | |||
| Person |
|
|||
| With: | 8. | Shared Dispositive Power | ||
| 220,000 | ||||
|
|
||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 220,000 |
|
|
||||
| 10. | Check if the Aggregate Amount
in Row (9) Excludes
Certain Shares (See Instructions) |
|||
|
|
||||
| 11. | Percent of Class Represented
by Amount In Row (9) 0.4% |
|||
|
|
||||
| 12. | Type of Reporting Person (See
Instructions) OO: a limited liability company |
|||
CUSIP NO. 337930 10 1
|
13G | Page 5 of 9 Pages |
Item 1(a). Name of Issuer:
| Flagstar Bancorp, Inc. (the “Company”) |
Item 1(b). Address of Issuer’s Principal Executive Officer:
| 5151 Corporate Drive Troy, Michigan 48098 |
Item 2(a). Name of Person(s) Filing:
| This statement is filed by: |
| (i) | Carrie C. Langdon, with respect to the shares of the Company’s common stock directly owned by Carrie C. Langdon Trust (the “Trust”) and The Langdon Equity, LLC (the “LLC”). Carrie C. Langdon is the sole trustee of the Trust and manager of the LLC; | |||
| (ii) | The Trust, with respect to the shares of the Company’s common stock directly owned by it and the LLC. The Trust is the sole member of the LLC; and | |||
| (iii) | The LLC, with respect to shares of the Company’s common stock directly owned by it. |
Item 2(b). Address of Principal Business Office or, if None, Residence:
| The address of each of the persons filing this report is 3220 St. James Court, Rochester Hills, Michigan 48306. |
Item 2(c). Citizenship:
| Carrie C. Langdon is a citizen of the United States of America. | ||
| The Trust was formed under the laws of the State of Michigan. | ||
| The LLC was formed under the laws of the State of Michigan. |
Item 2(d). Title of Class of Securities:
| Common Stock, par value $.01 per share |
CUSIP NO. 337930 10 1
|
13G | Page 6 of 9 Pages |
Item 2(e). CUSIP Number:
| 337930 10 1 |
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
| Not applicable. |
Item 4. Ownership.
| (a)-(c) | Information concerning the amount and percentage of shares of the Company’s common stock beneficially owned by each reporting person is set forth below and is based upon the number of shares of the Company’s common stock outstanding as of December 31, 2004. |
| Sole | Sole | Shared | Aggregate | Percentage of | ||||||||||||||||||||||||||||
| Voting | Dispositive | Shared | Dispositive | Beneficial | Outstanding Shares | |||||||||||||||||||||||||||
| Reporting Person | Power | Power | Voting Power | Power | Ownership | of Common Stock | ||||||||||||||||||||||||||
Carrie C. Langdon |
0 | 0 | 3,593,6301 | (1) | 3,593,630 | (1) | 3,593,630 | (1) | 5.9 | % | ||||||||||||||||||||||
Carrie C. Langdon Trust |
0 | 0 | 3,593,630 | (2) | 3,593,630 | (2) | 3,593,630 | (2) | 5.9 | % | ||||||||||||||||||||||
The Langdon Equity, LLC |
0 | 0 | 220,000 | 220,000 | 220,000 | 0.4 | % | |||||||||||||||||||||||||
(1) Includes 3,373,630 shares held by the Trust of which Carrie C. Langdon is the sole trustee and 220,000 shares held by the LLC of which the Trust is the sole member.
(2) Includes 220,000 shares held by the LLC of which the Trust is the sole member.
Item 5. Ownership of Five Percent or Less of a Class.
| Not applicable. |
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
| Not applicable. |
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
| Not applicable. |
Item 8. Identification and Classification of Members of the Group.
| Not applicable. |
| CUSIP NO. 337930 10 1 | 13G | Page 7 of 9 Pages |
Item 9 Notice of Dissolution of Group.
| Not applicable. |
Item 10 Certification.
| Not applicable. |
| CUSIP NO. 337930 10 1 | 13G | Page 8 of 9 Pages |
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.
Dated: February 14, 2005
| /s/ Carrie C. Langdon | ||||
| Carrie C. Langdon, individually, and as | ||||
| trustee of Carrie C. Langdon Trust, and as manager of The Langdon Equity, LLC | ||||
| CUSIP NO. 337930 10 1 | 13G | Page 9 of 9 Pages |
EXHIBIT 1
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)
The undersigned acknowledges and agrees that the foregoing statement on Schedule 13G/A is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G/A shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledges that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is inaccurate.
Dated as of February 14, 2005
| /s/ Carrie C. Langdon | ||||
| Carrie C. Langdon, individually, and as | ||||
| trustee of Carrie C. Langdon Trust, and as manager of The Langdon Equity, LLC | ||||