SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
Carver Bancorp, Inc.
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(Name of Issuer)
Common Stock, par value $0.01
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(Title of Class of Securities)
14687510
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(CUSIP Number)
December 31, 2004
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ X ] Rule 13d-1(b)
[ X ] Rule 13d-1(c)
[ ] 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).
Page 1 of 5 pages
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CUSIP No. 14687510 Page 2 of 7 Pages
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1 NAMES OF REPORTING PERSONS/
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Donald Leigh Koch
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) / /
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
59,000
NUMBER OF ----------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY ----------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 210,250
PERSON ----------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 210,250*
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES / /
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.476%**
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12 TYPE OF REPORTING PERSON
IN
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*See Item 4 of this Schedule 13G
**Based on 2,480,393 shares of Common Stock issued and
outstanding as of 12/31/04
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Page 2 of 5 pages
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CUSIP No. 14687510 Page 3 of 7 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS: Koch Asset
Management, L.L.C.; 43-1746061
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) / /
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri
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5 SOLE VOTING POWER
0
NUMBER OF ----------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY ----------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 210,250
PERSON ----------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
210,250*
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES / /
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.476%**
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12 TYPE OF REPORTING PERSON
IA
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*See Item 4 of this Schedule 13G
**Based on 2,480,393 shares of Common Stock issued and
outstanding as of 12/31/04
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CUSIP No. 14687510 Page 4 of 7 Pages
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ITEM 1. (a) Name of Issuer:
Carver Bancorp, Inc.
(b) Address of Issuer's Principal Executive Offices:
75 West 125th St.
New York, NY 10027-4512
ITEM 2. (a) Name of Person Filing:
Donald Leigh Koch
Koch Asset Management, L.L.C.
The Reporting Persons are making a joint
filing pursuant to a Joint Filing Agreement filed with
Amendment No. 1 to Schedule 13G.
(b) Address of Principal Business Offices or, if none,
Residence:
The business address of each Reporting
Person is 1293 Mason Road, Town & Country, MO 63131
(c) Citizenship:
Donald Koch is a citizen of the United
States of America. Koch Asset Management is a citizen of
Missouri.
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
14687510
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b)
OR SECTIONS 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON
FILING IS A:
(a) [ ] Broker or Dealer registered under Section 15 of
the Act (15 U.S.C. 78o)
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(15 U.S.C. 78c)
(c) [ ] Insurance Company as defined in Section 3(a)(19)
of the Act (15 U.S.C. 78c)
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CUSIP No. 14687510 Page 5 of 7 Pages
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(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 809-8)
(e) [X] An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E)
(f) [ ] An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F)
(g) [ ] A parent holding company or control person, in
accordance with Section 240.13d-1(b)(ii)(G)
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813)
(i) [ ] A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of
the Investment Company Act of 1940 (15 U.S.C. 80-a-3)
(j) [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(J)
Koch Asset Management, L.L.C. is an investment advisor in
accordance with Section 240.13d-1(b)(1)(ii)(E) and has
filed this Amendment 7 to Schedule 13G pursuant to Section
240.13d-1(b). Donald Leigh Koch has filed this Amendment 7
to Schedule 13G pursuant to Section 240.13d-1(c).
ITEM 4. OWNERSHIP.
The information in items 1 and 5-11 on each of the cover
pages of this Schedule 13G is hereby incorporated by
reference.
Koch Asset Management, L.L.C. is a registered investment
adviser which furnishes investment advice to individual
clients by exercising trading authority over securities
held in accounts on behalf of such clients (collectively,
the "Managed Portfolios"). In its role as an investment
adviser to the Managed Portfolios, Koch Asset Management
has sole dispositive power over the Managed Portfolios
and, as a result, may be deemed to be the beneficial owner
of shares of Carver Bancorp, Inc. Common Stock (the
"Common Stock") held by such Managed Portfolios. However,
Koch Asset Management does not have the right to vote or
to receive any dividends from, or the proceeds from the
sale of, the Common Stock held in such Managed Portfolios
and disclaims any ownership associated with such rights.
Donald Leigh Koch owns 100% of Koch Asset Management and
serves as the sole Managing Member. Mr. Koch is filing
this joint statement with Koch Asset Management as a
result of his ownership of and position in Koch Asset
Management, from which Mr. Koch may be deemed to have the
power to exercise any dispositive power that Koch Asset
Management may have with respect to the Common Stock held
by the Managed Portfolios. Mr. Koch, individually, and Mr.
Koch and his spouse, jointly, own and hold voting power
with respect to Managed Portfolios containing
approximately 59,000 shares of Common Stock, or an
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CUSIP No. 14687510 Page 6 of 7 Pages
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aggregate of approximately 2.38% of the total number of
outstanding shares of Common Stock (collectively, the
"Koch Shares"). Other than with respect to the Koch
Shares, all shares reported herein have been acquired by
Koch Asset Management and Mr. Koch specifically disclaims
beneficial ownership over any shares of Common Stock that
he or Koch Asset Management may be deemed to beneficially
own. Furthermore, other than with respect to the Koch
Shares, Mr. Koch does not have the right to vote or to
receive any dividends from, or the proceeds from the sale
of, the securities held in the Managed Portfolios and
disclaims any ownership associated with such rights.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
N/A
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Each advisory client of Koch Asset Management who owns
Common Stock in a Managed Portfolio has the right to
receive dividends from, or the proceeds from the sale of,
the Common Stock held in the client's Managed Portfolio.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
N/A
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
N/A
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
N/A
ITEM 10. CERTIFICATIONS.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and were
not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of
such securities and were not acquired in connection with
or as a participant in any transaction having such
purposes or effect.
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CUSIP No. 14687510 Page 7 of 7 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth on this statement is true, complete
and correct.
DONALD LEIGH KOCH
February 9, 2005
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Date
/s/ Donald L. Koch
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Signature
Donald Leigh Koch
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Name/Title
KOCH ASSET MANAGEMENT, L.L.C.
February 9, 2005
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Date
/s/ Donald L. Koch
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Signature
Donald Leigh Koch, Managing Member
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Name/Title
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