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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT TO
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
SANTA BARBARA RESTAURANT GROUP, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
801378 10 0
(CUSIP Number)
MICHAEL C. LOWTHER
CHIEF EXECUTIVE OFFICER
AMERICAN NATIONAL FINANCIAL, INC.
1111 EAST KATELLA AVENUE, SUITE 220
ORANGE, CA 92867
TELEPHONE: 714/289-4300
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
COPIES TO:
C. CRAIG CARLSON, ESQ.
STRADLING YOCCA CARLSON & RAUTH
660 NEWPORT CENTER DRIVE, SUITE, 1600
NEWPORT BEACH, CA 92660
TELEPHONE: (949) 725-4000
MARCH 29, 2001
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed 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. [ ]
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SCHEDULE 13D
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CUSIP NO. 801378 10 0 PAGE 2 OF 8 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
American National Financial, Inc. 33-0731548
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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 SOURCE OF FUNDS
N/A
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
[ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
California
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED
BY EACH REPORTING 656,453
PERSON WITH -------------------------------------------------
8 SHARED VOTING POWER
-0-
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9 SOLE DISPOSITIVE POWER
656,453
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10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
656,453
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.0%
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14 TYPE OF REPORTING PERSON
CO
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ITEM 1. SECURITY AND ISSUER
The class of equity securities to which this Amendment to Statement on
Schedule 13D (the "Statement") relates is the common stock, par value $.08 per
share (the "Common Stock"), of Santa Barbara Restaurant Group, Inc., a Delaware
corporation (the "Company"). The principal executive offices of the Company are
located at 3938 State Street, Suite 200, Santa Barbara, California 93105.
ITEM 2. IDENTITY AND BACKGROUND
This Statement is being filed by American National Financial, Inc., a
California corporation ("ANFI"). The principal executive offices of ANFI are
located at 1111 East Katella Avenue, Suite #220, Orange, California, 92867. ANFI
is engaged in the title insurance industry.
Information regarding the directors and executive officers of ANFI is
set forth on Schedule I attached hereto, which is hereby incorporated by
reference. All of the directors and executive officers of ANFI are citizens of
the United States.
During the last five years, neither ANFI nor, to the last knowledge of
ANFI, any person named in Schedule I attached hereto has been (a) convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(b) a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On March 29, 2001, ANFI sold 1,000,000 shares of the Company's Common
Stock back to the Company for $2,000,000.
ITEM 4. PURPOSE OF TRANSACTION
The primary purposes of the sale by ANFI of the Company's Common Stock
is to realize liquidity on part of its investment in the Company.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
After the sale described above, ANFI beneficially owns 656,453 shares of
Common Stock of the Company.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between ANFI and the Company and any other person with
respect to any securities of the Company, including but not limited to transfer
or voting of any of the securities, finder's fees, joint ventures,
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loan or option arrangements, put or calls, guarantees of profits, division of
profits or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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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.
Date: September 5, 2001 AMERICAN NATIONAL FINANCIAL, INC.
By: /s/ Hilary B. Burkemper
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Name: Hilary B. Burkemper
Title: Assistant Corporate Secretary
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SCHEDULE I
DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSON
The names, present principal occupations and business addresses of the
directors and executive officers of American National Financial, Inc. ("ANFI")
are set forth below. If no address is given, the director's or executive
officer's business address is that of ANFI. Unless otherwise indicated, each
occupation set forth opposite an individual's name refers to ANFI. Each of the
named individuals is a citizen of the United States.
DIRECTORS:
Name Principal Occupation Business Address
---- -------------------- ----------------
Michael C. Lowther Chairman of the Board and
Chief Executive Officer
William P. Foley, II Chairman of the Board and
Chief Executive Officer,
Fidelity National
Financial, Inc.
Wayne D. Diaz President
Carl A. Strunk Executive Vice President
and Chief Financial
Officer
Barbara A. Ferguson Executive Vice President
Bruce Elieff Principal, Sun Cal
Companies
Matthew K. Fong Attorney, Sheppard,
Mullin, Richter & Hampton
LLP
Bruce L. Nelson Chairman of the Board,
Roundtree Capital
Corporation
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EXECUTIVE OFFICERS:
Name Principal Occupation Business Address
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Michael C. Lowther Chairman of the Board and
Chief Executive Officer
Wayne D. Diaz President
Carl A. Strunk Executive Vice President
and Chief Financial
Officer
Barbara A. Ferguson Executive Vice President
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