- Amended Statement of Beneficial Ownership (SC 13D/A)
01 Diciembre 2010 - 3:52PM
Edgar (US Regulatory)
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UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13D
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Under the Securities Exchange Act
of 1934
(Amendment No. 2)*
First
Hartford Corporation
(Name of Issuer)
Common
Stock, $1.00 par value
(Title of Class of
Securities)
(CUSIP Number)
Robert
Rothberg, Esq.
Choate,
Hall & Stewart LLP
Two
International Place
Boston,
MA 02110
Telephone:
(617) 248-5000
(Name, Address and
Telephone Number of Person
Authorized to Receive Notices and Communications)
(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
that 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.
o
Note
: Schedules filed in paper
format shall include a signed original and five copies of the schedule,
including all exhibits. See §240.13d-7 for other parties to whom copies are to
be sent.
*
The remainder of
this cover page shall be filled out for a reporting persons 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).
CUSIP No.
320488109
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1.
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Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
Richard E. Kaplan
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC Use Only
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4.
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Source of Funds (See
Instructions)
PF
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
US
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
-0-
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8.
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Shared Voting Power
-0-
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9.
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Sole Dispositive Power
-0-
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10.
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Shared Dispositive Power
-0-
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11.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
-0-
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12.
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Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class
Represented by Amount in Row (11)
0%
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14.
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Type of Reporting Person
(See Instructions)
IN
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2
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1.
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Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
David E. Kaplan
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC Use Only
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4.
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Source of Funds (See
Instructions)
PF
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
US
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
56,151
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8.
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Shared Voting Power
-0-
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9.
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Sole Dispositive Power
56,151
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10.
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Shared Dispositive Power
-0-
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11.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
56,151
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12.
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Check if the Aggregate Amount
in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class
Represented by Amount in Row (11)
2.3%
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14.
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Type of Reporting Person
(See Instructions)
IN
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3
Item 5.
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Interest in Securities of the Issuer
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On
November 29, 2010, pursuant to the Final Judgment entered by the Court on
November 15, 2010, in
Kaplan v. First Hartford and Ellis
, USDC, D.
Maine, Case 05-cv-144-B-H, FHC purchased the 591,254 shares of FHC over which
Richard Kaplan had sole or shared dispositive power (including shares over
which David E. Kaplan shared dispositive power) for an aggregate price of
$3,669,829.70, of which $500,000 was paid in cash and the balance in the form
of a Promissory Note. The transaction
was effected between the parties directly at a Court ordered closing in
Portland, Maine.
After such transaction, Richard E. Kaplan owns beneficially no shares
of Common Stock.
After
such transaction David E. Kaplan owns beneficially, and has sole voting and
dispositive power over, 56,151 shares of Common Stock, representing
approximately 2.3% of the outstanding shares.
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.
December 1,
2010
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/s/
Richard E. Kaplan
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Richard
E. Kaplan
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/s/
David E. Kaplan
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David
E. Kaplan
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4
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