OMB Number 3235-0145
United States
Securities and Exchange Commission
Washington DC 20549
Schedule 13D
Under the Securities and Exchange Act of 1934
Imperial Capital Bancorp, Inc.
Name of Issuer
Common Stock, $ .01 Par Value
Title of Class of Securities
CUSIP Number 452680101
Howard Amster, 23811 Chagrin Blvd., Suite 200
Beachwood, Ohio 44122-5525, 216 595-1047
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
July 7, 2008
(Date of Event which Requires Filing of this Statement)
If this 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 240.13d-1(e) (f) or (g), check the
following box / /.
Note: Scheduled 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 who 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 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).
1 Name of Reporting Person Howard Amster
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds PF
5 Check if Disclosure
6 Citizenship U.S.A.
Number of Shares 7 Sole Voting 106,400
Beneficially
Owned By Each 8 Shared Voting 382,600
Reporting Person
With 9 Sole Dispositive 106,400
10 Shared Dispositive 382,600
11 Aggregate Amount Beneficially owned 489,000
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 9.01 %
14 Type of Reporting Person IN
1 Name of Reporting Person Amster Trading Company
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds WC
5 Check if Disclosure
6 Citizenship USA
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 205,300
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 205,300
11 Aggregate Amount Beneficially owned 205,300
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 3.78 %
14 Type of Reporting Person CO
1 Name of Reporting Person Pleasant Lake Apts. Corp.
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds WC
5 Check if Disclosure
6 Citizenship U.S.A.
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 177,300
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 177,300
11 Aggregate Amount Beneficially owned 177,300
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 3.27 %
14 Type of Reporting Person CO
1 Name of Reporting Person Pleasant Lake Apts. Ltd.
Partnership
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds 00
5 Check if Disclosure
6 Citizenship U.S.A.
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 177,300
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 177,300
11 Aggregate Amount Beneficially owned 177,300
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 3.27 %
14 Type of Reporting Person 00
Item 1. Security and Issuer
Imperial Capital Bancorp, Inc.
888 Prospect Street, Suite 110
La Jolla, California 92037
Imperial Capital Bancorp, Inc.
Common Stock
CUSIP Number 452680101
Item 2. Identity and Background
Howard Amster
a) Howard Amster
b) 23811 Chagrin Blvd., # 200, Beachwood, Ohio 44122-5525
c) Present principal occupation- Real Estate Operator
23811 Chagrin Blvd. # 200, Beachwood, Oh 44122-5525
d) Howard Amster has not been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any) within
the last five years.
e) Howard Amster has not been party to any civil proceedings of
a judicial or administrative body or competent jurisdiction of the type
described in Item 2 of Schedule 13D within the last five years.
f) U.S.A.
Amster Trading Company
Howard Amster is the 100% owner of Amster Trading Company and
as such can be deemed the beneficial owner of such entity and may be
deemed to have shared voting and dispositive power over shares owned
by Amster Trading Company.
a) Amster Trading Company
b) 23811 Chagrin Blvd., # 200
Beachwood, Ohio 44122-5525
c) Investments
d) Neither the officers, directors, or shareholder of Amster
Trading Company have been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any)
within the last five years.
e) Neither the officers, directors, or shareholder of Amster
Trading Company have been a party to any civil proceedings of a
judicial or administrative body or competent jurisdictions of the
type described in Item 2 of Schedule 13D within the last five years.
f) U.S.A.
Pleasant Lake Apts. Corp.
Howard Amster is the 100 % owner of Pleasant Lake Apts. Corp.
and as such can be deemed the beneficial owner of such entity
and may be deemed to have shared voting and dispositive power
over shares owned by Pleasant Lake Apts. Ltd. Corp.
a) Pleasant Lake Apts. Corp.
b) 23811 Chagrin Blvd., # 200
Beachwood, Ohio 44122-5525
c) Investments
d) Neither the officers, directors or shareholder of Pleasant
Lake Apts. Corp. have been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any)
within the last five years.
e) Neither the officers, directors or shareholder of Pleasant
Lake Apts. Corp. have been a party to any civil proceedings of a
judicial or administrative body or competent jurisdictions of the
type described in Item 2 of Schedule 13D within the last five years.
f) U.S.A.
Pleasant Lake Apts. Ltd. Partnership
Howard Amster is the 99.75 % owner of Pleasant Lake Apts. Ltd.
Partnership and as such can be deemed the beneficial owner of
such entity and may be deemed to have shared voting and dispositive
power over shares owned by Pleasant Lake Apts. Ltd. Partnership.
Pleasant Lake Apts. Corp. is the General Partner of Pleasant
Lake Apts. Ltd. Partnership and as such can be deemed the
beneficial owner of such entity and may be deemed to have shared
voting and dispositive power over shares owned by Pleasant Lake
Apts. Ltd. Partnership.
a) Pleasant Lake Apts. Ltd. Partnership
b) 7530 Lucerne Drive, # 101
Middleburg Heights, Ohio 44130
c) Real Estate
d) Neither the officers, directors or partners of Pleasant Lake
Apts. Ltd. Partnership have been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any)
within the last five years.
e) Neither the officers, directors or partners of Pleasant Lake
Apts. Ltd. Partnership have been a party to any civil proceedings of a
judicial or administrative body or competent jurisdictions of the
type described in Item 2 of Schedule 13D within the last five years.
f) U.S.A.
Item 3. Source and Amount of Funds or Other Consideration
Howard Amster, in his personal and individual retirement accounts
purchased 106,400 common shares with personal funds without
borrowing. The total consideration for the purchases is
$ 1,099,009.85.
Amster Trading Company purchased 168,400 common shares
and received PIK distributions of 36,900 common shares.
The purchases were with working capital without
borrowing. The total consideration on 205,300 shares
is $ 1,629,133.47.
Pleasant Lake Apts. Ltd. Partnership purchased 177,300
common shares with partnership funds without borrowing.
The total consideration for these purchases is $ 2,964,239.97.
Item 4. Purpose of Transaction
The following acquired their shares or may deemed to
be a group for purposes of investment.
Howard Amster
Amster Trading Company
Pleasant Lake Apts. Corp.
Pleasant Lake Apts. Ltd. Partnership
There are no present plans or proposals by this group of
record or the beneficial owners as reported in this Schedule 13D which
relates to or would result in the following:
a. The acquisition by any person of additional securities of the
issuer, or the disposition of securities of the issuer provided, however,
the reporting persons might acquire additional shares or other securities
of the issuer or dispose of some or all of their shares depending upon
market conditions and their personal circumstances;
b. An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its
subsidiaries;
c. A sale or transfer or a material amount of assets of the issuer or
any of its subsidiaries;
d. Any change in the present board of directors or management of the
issuer, including any plans or proposals to change the number of the terms
of directors or to fill any existing vacancies on the board;
e. Any material change in the present capitalization or
dividend policy of the issuer;
f. Any other material in the issuer's business or corporate structure;
g. Changes in the issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of
the issuer by any person;
h. Causing a class of securities of the issuer to be delisted from a
national securities exchange or cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association;
i) A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
j. Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
The outstanding common shares of the Issuer is
5,428,760 shares as referenced in the 10-Q for the
quarterly period ending March 31, 2008.
(a)(b) The aggregate amount owned by this Reporting Group is
489,000 shares or 9.01 % of the outstanding shares.
Howard Amster in his name and individual retirement accounts
owns 106,400 shares or 1.96 % of the common outstanding shares.
Amster Trading Company owns 205,300 shares or
3.78 % of the common outstanding shares.
Pleasant Lake Apts. Ltd. Partnership owns 177,300 common
shares or 3.27 % of the common outstanding shares.
c) Description of Transactions
Purchases executed on a listed stock exchange
as open market transactions excluding payment in kind
(PIK) distributions received by Amster Trading Company
from a charitable remainder unitrust.
PIK priced at closing and included in
table. Executing broker Bear Stearns
except where referenced differently.
Identity Date Shares Price
Howard 11/09/07 300 18.4168
Amster and 12/10/07 4100 21.7961
Individual 12/11/07 1000 22.03
Retirement 01/22/08 2000 14.432
Accounts 01/25/08 2300 15.727
02/11/08 3000 23.388
05/08/08 4100 13.00 Cheevers
05/08/08 20100 13.4934
05/09/08 11100 13.756
05/28/08 15000 10.2143
07/10/08 43400 4.9489
Amster
Trading 11/01/07 6200 21.4747
Company 12/20/07 27700 18.13 PIK
01/02/08 9200 16.65 PIK
01/11/08 1200 14.5328
07/07/08 2000 4.999
07/07/08 67300 5.0438
07/08/08 27800 5.2315
07/09/08 16200 5.5325
07/10/08 47700 4.9489
Pleasant 12/04/07 3116 20.7196
Lake Apts. 12/05/07 2600 21.1019
Ltd. 12/06/07 3000 21.0503
Partnership 12/07/07 1200 21.00
01/04/08 10000 15.2674
01/08/08 43484 15.7426
01/09/08 9800 14.0792
01/10/08 15000 14.8583
01/11/08 3400 14.5328
01/23/08 24000 14.5415
02/07/08 40000 22.7545
02/12/08 5000 23.303
02/13/08 2500 23.5448
07/07/08 14200 5.0438
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
There are no contracts, arrangements, understandings or relationships
with respect to securities of the Issuer with any person except as set
forth in items 2, 3, 5 above.
Item 7. Material to be filed as exhibits.
None
Signature After reasonable inquiry and to the best of our knowledge
and belief, we certify that the information set forth in this
statement is true, complete and correct.
Date: July 11, 2008
/s/
Howard Amster
/s/
Amster Trading Company
By: Howard Amster
Title: President
/s/
Pleasant Lake Apts. Corp.
By: Howard Amster
Title: President
/s/
Pleasant Lake Apts. Ltd. Partnership
By: Howard Amster,
Title: President of Pleasant Lake Apts. Corp.
Its General Partner