OMB Number 3235-0145
United States
Securities and Exchange Commission
Washington DC 20549
Schedule 13D/A Amendment No. 2
Under the Securities and Exchange Act of 1934
New Century Financial Corporation
Name of Issuer
common stock
Title of Class of Securities
CUSIP Number 6435EV108
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)
February 13, 2007
(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 2,069,271
Beneficially
Owned By Each 8 Shared Voting 885,960
Reporting Person
With 9 Sole Dispositive 2,069,271
10 Shared Dispositive 885,960
11 Aggregate Amount Beneficially owned 2,205,602
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 3.98 %
14 Type of Reporting Person IN
1 Name of Reporting Person Howard M Amster 2005
Charitable Remainder Unitrust
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds AF
5 Check if Disclosure
6 Citizenship U.S.A.
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 131,394
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 131,394
11 Aggregate Amount Beneficially owned 131,394
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.24 %
14 Type of Reporting Person OO
1 Name of Reporting Person Amster Limited Partnership
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 3,900
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 3,900
11 Aggregate Amount Beneficially owned 3,900
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.01 %
14 Type of Reporting Person PN
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 615,560
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 615,560
11 Aggregate Amount Beneficially owned 0
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0 %
14 Type of Reporting Person CO
1 Name of Reporting Person Amster Trading Company
Charitable Remainder Unitrusts
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds AF
5 Check if Disclosure
6 Citizenship
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 615,560
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 615,560
11 Aggregate Amount Beneficially owned 615,560
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 1.11 %
14 Type of Reporting Person OO
1 Name of Reporting Person Samuel J Heller
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
Beneficially
Owned By Each 8 Shared Voting 2,675
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 2,675
11 Aggregate Amount Beneficially owned 2,675
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.00 %
14 Type of Reporting Person IN
1 Name of Reporting Person Samuel J Heller Irrevocable Trust
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds OO
5 Check if Disclosure
6 Citizenship U.S.A.
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 2,675
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 2,675
11 Aggregate Amount Beneficially owned 2,675
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.00 %
14 Type of Reporting Person OO
1 Name of Reporting Person Ramat Securities Ltd.
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 132,431
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 132,431
11 Aggregate Amount Beneficially owned 132,431
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.24 %
14 Type of Reporting Person BD
1 Name of Reporting Person Tova Financial, Inc.
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 8,900
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 8,900
11 Aggregate Amount Beneficially owned 3,100
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.01 %
14 Type of Reporting Person CO
1 Name of Reporting Person Tova Financial, Inc. Charitable
Remainder Unitrust
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds AF
5 Check if Disclosure
6 Citizenship
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 5,800
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 5,800
11 Aggregate Amount Beneficially owned 5,800
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.01 %
14 Type of Reporting Person OO
1 Name of Reporting Person ZAK Group LLC
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 2,100
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 2,100
11 Aggregate Amount Beneficially owned 2,100
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.00 %
14 Type of Reporting Person OO
1 Name of Reporting Person David Zlatin
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 1,551
Beneficially
Owned By Each 8 Shared Voting 143,531
Reporting Person
With 9 Sole Dispositive 1,551
10 Shared Dispositive 143,531
11 Aggregate Amount Beneficially owned 139,282
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.25 %
14 Type of Reporting Person IN
1 Name of Reporting Person David Zlatin and Gilda Zlatin JTWROS
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
Beneficially
Owned By Each 8 Shared Voting 100
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 100
11 Aggregate Amount Beneficially owned 100
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.00 %
14 Type of Reporting Person IN
1 Name of Reporting Person Gilda Zlatin
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 374
Beneficially
Owned By Each 8 Shared Voting 9,000
Reporting Person
With 9 Sole Dispositive 374
10 Shared Dispositive 9,000
11 Aggregate Amount Beneficially owned 3,574
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.01 %
14 Type of Reporting Person IN
There are no changes to the Schedule 13D, as amended except
as set forth in this second amendment.
Item 2. Identity and Background
Pleasant Lake Apts. Ltd. Partnership sold all their
shares of New Century Financial Corporation.
Pleasant Lake Apts. Corp. and Pleasant Lake Apts.
Ltd. Partnership no longer have any shared voting,
dispositive power, disclaim any beneficial
ownership of New Century Financial Corporation
common shares and are no longer members of this
group.
For information purposes only
Clients and employees (excluding Mr. Amster and Mr. Zlatin)
of Ramat Securities own 113,233 shares of New Century Financial
Corporation or 0.2 % of the Registrant's common shares.
Clients and employees (excluding Mr. Amster and Mr. Zlatin)
of Ramat Securities Ltd. do not have ownership, no shared
voting, no dispositive power, no pecuniary interest in
in any shares in Registrant's common shares nor
to any other securities owned directly or indirectly by
Ramat Securities Ltd. Clients and employees of
Ramat Securities Ltd. (excluding Mr. Amster and Mr. Zlatin)
disclaim being a member of this group.
Ramat Securities has no ownership, no shared voting,
no dispositive, no pecuniary interest in Registrant's
common shares nor in any other securities owned
directly or indirectly by its clients or employees
(excluding Mr. Amster and Mr. Zlatin).
Item 3. Source and Amount of Funds or Other Consideration
Howard Amster sold 22,500 common shares reducing
his total investment to $ 101,512,967.70.
Amster Limited Partnership bought an additional 700 common
shares with working capital without borrowing. The total
consideration for the purchase is $ 22,399.50 bringing
Amster Limited Partnership's total investment to $ 87,180.00.
Amster Trading Company Charitable Remainder Unitrusts sold
275,000 common shares reducing Amster Trading Company
Charitable Remainder Unitrusts' total investment to
$ 30,775,524.97.
Ramat Securities Ltd. sold 178,900 common shares reducing
Ramat Securities Ltd. total investment to $ 5,386,405.75.
Item 4. Purpose of Transaction
The following may deemed to be a group for
purposes of investment.
Howard Amster
Howard Amster 2005 CRUT
Amster Limited Partnership
Amster Trading Company
Amster Trading Company Charitable Remainder Unitrusts
Samuel J Heller
Samuel J Heller Irrevocable Trust
Ramat Securities Ltd.
Tova Financial, Inc.
Tova Financial, Inc. Charitable Remainder Unitrust
ZAK Group, Ltd.
David Zlatin
David Zlatin and Gilda Zlatin JTWROS
Gilda Zlatin
There are no present plans or proposals by this group of
record or the beneficial owners as reported in this Schedule 13D
second amendment 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;
Item 5. Interest in Securities of the Issuer
The outstanding common shares of the Issuer is 55,470,607 shares
as of October 31, 2006 referenced in the 10-Q for period ending
September 30, 2006.
(a)(b) The aggregate amount owned by this Reporting Group is
2,966,156 shares or 5.34 % of the outstanding shares.
Howard Amster in his name and individual retirement accounts
owns 2,069,271 shares or 3.73 % of the common outstanding shares.
Howard M Amster 2005 Charitable Remainder Unitrust owns
131,394 shares or 0.24 % of the common outstanding shares.
Amster Ltd. Partnership owns 1,800 common
shares or 0.00 % of the common outstanding shares
Amster Trading Company Charitable Remainder Unitrusts
own 615,560 shares or 1.11 % of the common outstanding shares.
Samuel J Heller Irrevocable trust owns 2,675 shares
or 0.00 % of the common outstanding shares.
Ramat Securities Ltd. owns 132,431 common shares or
0.24 % of the common outstanding shares.
Tova Financial, Inc. owns 3,100 common shares or
0.01 % of the common outstanding shares.
Tova Financial, Inc. Charitable Remainder Unitrust
owns 5,800 common shares or 0.01 % of the
common outstanding shares.
ZAK Group LLC owns 2,100 common shares or
0.0 % of the common outstanding shares.
David Zlatin owns 1,551 common shares or
0.0 % of the common outstanding shares.
David Zlatin and Gilda Zlatin own 100 common shares or
0.0% of the common outstanding shares.
Gilda Zlatin owns 374 common shares or
0.0 % of the common outstanding shares.
c) Description of Transactions
All transactions were executed on a listed stock exchange
as an open market transaction with Bear, Stearns Securities
Corp. as executing broker.
Bought
Identity Date Shares Price
Amster Limited 12/28/06 700 31.95
Partnership
Sold
Howard Amster 11/20/06 22,500 36.77
Amster Trading 11/20/06 57,500 36.77
Company 11/21/06 121,200 36.65
11/22/06 31,200 36.68
Amster Trading 11/28/06 50,000 36.00
Company Charitable 11/29/06 100,000 36.00
Remainder Unitrusts 11/30/06 125,000 36.03
Pleasant Lake Apts. 11/22/06 26,000 36.68
Ltd. Partnership
Ramat Securities 02/13/07 8,800 17.01
Ltd. 02/13/07 140,100 17.44
02/14/07 100 19.71
02/14/07 29,900 19.65
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: February 15, 2007
/s/
Howard Amster
/s/
Howard M Amster 2005 Charitable Remainder Unitrust
By: Howard Amster
Title: Trustee
/s/
Amster Limited Partnership
By: Howard Amster
Title: General Partner
/s/
Amster Trading Company
By: Howard Amster
Title: President
/s/
Amster Trading Company Charitable Remainder Unitrusts
By: Howard Amster
Title: Trustee
/s/
Samuel J Heller
/s/
Samuel J Heller Irrevocable Trust
By: Howard Amster
Title: Trustee
/s/
Ramat Securities Ltd.
By: David Zlatin
Title: Principal
/s/
Tova Financial, Inc.
By: David Zlatin
Title: President
/s/
Tova Financial , Inc. Charitable Remainder Unitrust
By: David Zlatin & Gilda Zlatin
Title: Co-trustees
/s/
Zak Group LLC
By: David Zlatin
Title: Member
/s/
David Zlatin
/s/
David Zlatin and Gilda Zlatin JTWROS
/s/
Gilda Zlatin