Schedule 13d
| Filed by: | ORLEANS JEFFREY P |
| Subject Company: | ORLEANS HOMEBUILDERS, INC |
| Filed as of Date: | 03/20/2008 |
| View Original Filing on Edgar's | |
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
SCHEDULE
13D
(Rule
13d-101)
INFORMATION
TO BE INCLUDED IN STATEMENTS
FILED
PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO
FILED
PURSUANT TO RULE 13d-2(a)
(Amendment
No. 23)*
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Orleans
Homebuilders, Inc.
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(Name of
Issuer)
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Common Stock, par value $0.10 per
share
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(Title of
Class of Securities)
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686588-10-4
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(CUSIP
Number)
Michael
E. Plunkett, Esquire
WolfBlock
LLP
1650 Arch
Street, 22nd Floor
Philadelphia,
Pennsylvania 19103
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(215)
977-2000
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(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
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January 14,
2008
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(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(e),
13d-1(f) or 13d-1(g), check the following box £.
Explanatory
Note: Due to a printer error, a Schedule 13D was mistakenly filed at
9:17 a.m. on the same date as this Schedule 13D/A. The information
contained in this Schedule 13D/A is exactly the same as the earlier-filed
Schedule 13D, except for this explanatory note.
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1.
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NAME
OF REPORTING
PERSON: Jeffrey P.
Orleans
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) £
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(b) £
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3.
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SEC
USE ONLY
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4.
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SOURCE
OF FUNDS – PF
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5.
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CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e) £
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6.
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CITIZENSHIP
OR PLACE OF ORGANIZATION – Citizen of the United States
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NUMBER
OF
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7.
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SOLE
VOTING POWER – 11,267,744
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||
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SHARES
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BENEFICIALLY
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8.
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SHARED
VOTING POWER – 10,175
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OWNED
BY
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||||
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EACH
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9.
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SOLE
DISPOSITIVE POWER – 11,267,744
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||
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REPORTING
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||||
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PERSON
WITH
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10.
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SHARED
DISPOSITIVE POWER – 10,175
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11.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON –
11,277,919
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12.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES £
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13.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) – 61.0%
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14.
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TYPE
OF REPORTING PERSON – IN
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Amendment
No. 23 to Statement on Schedule 13D
This
Amendment No. 23 amends the Schedule 13D with respect to the common stock, $0.10
par value per share (the “Common Stock”), of Orleans Homebuilders, Inc. (the
“Company”) beneficially owned by Mr. Jeffrey P. Orleans, which Schedule 13D was
last amended by Amendment No. 22 filed on January 5, 2005.
Mr.
Orleans is filing this Amendment No. 23 to Schedule 13D to reflect the pledge of
securities pursuant to a loan arrangement described in Item 6. This
Amendment also reflects certain changes in Mr. Orleans’ beneficial ownership as
a result of distributions of Common Stock from a privately-held partnership of
which Mr. Orleans is the majority partner. Furthermore, in this
Amendment, Mr. Orleans no longer reports any possible beneficial ownership
relating to shares of Common Stock held by Mrs. Agneta Orleans.
Item 5 of
this Schedule 13D is hereby amended and restated as follows:
(a) Jeffrey
P. Orleans beneficially owns 11,277,919 shares of Common Stock, including (i)
10,000 shares owned by a privately-held corporation, of which Mr. Orleans is a
50% stockholder, (ii) 46,000 shares owned by the Jeffrey P. Orleans Charitable
Foundation (the "Foundation"); and (iii) 175 shares owned by a trust for the
benefit of Mr. Orleans’ brother-in-law. Mr. Orleans disclaims
beneficial ownership in all of the shares of Common Stock owned by the
Foundation and the shares owned by a trust for the benefit of his
brother-in-law. Mr. Orleans beneficially owns 61.0% of the Common
Stock.
(b) Mr.
Orleans has sole voting and dispositive power with respect to 11,267,744 shares
of Common Stock and shared voting and dispositive power with respect to (i)
10,000 shares of Common Stock owned by a privately-held corporation, of which
Mr. Orleans is a 50% stockholder and (ii) 175 shares owned by a trust for the
benefit of Mr. Orleans’ brother-in-law for which Mr. Orleans and Mrs. Agneta S.
Orleans serve as co-trustees. Mrs. Orleans, a homemaker and citizen
of the United States, has a business address of 3333 Street Road, Suite 101,
Bensalem, PA 19020. During the last five years, Mrs. Orleans
has not been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) and, during the last five years, Mrs. Orleans has not been
a party to any civil proceeding of a judicial or administrative body of
competent jurisdiction which resulted in any 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.
(c) On
February 5, 2008, Mr. Orleans received a distribution of 14,616 shares of Common
Stock from a privately-held partnership, of which Mr. Orleans is a majority
partner (the “Partnership”). In prior reports, Mr. Orleans reported
beneficial ownership of all 42,000 shares of Common Stock held by the
Partnership. The Partnership distributed all 42,000 shares of Common
Stock to its partners on a non-pro rata basis.
(d) No
person, other than Mr. Orleans, is known to have the right to receive or the
power to direct the receipt of dividends from, or the proceeds from the sale of,
any of the 11,267,744 shares of Common Stock beneficially owned by
Mr. Orleans over which Mr. Orleans has sole voting and dispositive
power. Mr. Orleans shares the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, any of the
10,000 shares of Common Stock owned by a privately-held corporation, of which
Mr. Orleans is a 50% stockholder and 175 shares owned by a trust for the benefit
of Mr. Orleans’ brother-in-law.
-3-
(e) Not
applicable.
Item
6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer.
Pursuant
to a personal loan arrangement, 2,478,474 of the shares of Common Stock of which
Mr. Orleans has beneficial ownership have been pledged to Firstrust Bank as
collateral for an annually renewable line of credit. The maximum
amount available under the line of credit has not changed since the inception of
the loan arrangement.
SIGNATURE
After
reasonable inquiry and to the best knowledge and belief of the undersigned, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
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Dated:
March 17, 2008
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Jeffrey P. Orleans
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Jeffrey
P. Orleans
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-4-


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