UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
EAGLE BANCORP/MT
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(Name of Issuer)
Common Stock, par value $0.01 per share
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(Title of Class of Securities)
26972B101
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(CUSIP Number)
December 31, 2003
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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
13G is filed:
[ ] 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).
CUSIP NO. 26972B101
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1. Names of Reporting Persons. I.R.S. Identification Nos. Of Above Persons
(entities only):
Tyndall Capital Partners, L.P.
13-3594570
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(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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Number of Shares Beneficially Owned 5. Sole Voting Power 81,000*
by Each Reporting Person With: ---------------------------------
6. Shared Voting Power 0
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7. Sole Dispositive Power 81,000*
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8. Shared Dispositive Power 0
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9. Aggregate Amount Beneficially Owned by Each Reporting Person: 81,000*
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10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions): N/A
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11. Percent of Class Represented by Amount in Row (9): 6.7%
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12. Type of Reporting Person (See Instructions): PN
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* 17,500 shares (1.4%) of Eagle Bancorp /MT common stock, par value $0.01 per
share (the "Common Stock"), are owned by Jeffrey S. Halis. 49,800 shares
(4.1%) of the Common Stock are owned by Tyndall Partners, L.P., a Delaware
limited partnership ("Tyndall"). 13,700 shares (1.1%) of the Common Stock
are owned by Tyndall Institutional Partners, L.P., a Delaware limited
partnership ("Tyndall Institutional"). Tyndall Capital Partners, L.P. is
the general partner of Tyndall and Tyndall Institutional, and possesses
sole power to vote and direct the disposition of all Shares held by Tyndall
and Tyndall Institutional. Pursuant to the Agreement of Limited Partnership
of each of Tyndall and Tyndall Institutional, Jeffrey S. Halis, as the sole
general partner of Tyndall Capital Partners, L.P. possesses sole power to
vote and direct the disposition of all the shares of Common Stock owned by
each of Tyndall and Tyndall Institutional, respectively. Jeffrey S. Halis's
interest in the Common Stock owned by each of Tyndall and Tyndall
Institutional as set forth herein is limited to the extent of his pecuniary
interest, if any, in Tyndall and Tyndall Institutional, respectively.
Item 1.
(a) Name Of Issuer: Eagle Bancorp/MT
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(b) Address of Issuer's Principal Executive Offices: 1400 Prospect Avenue,
Helena, MT 59604-4999
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Item 2.
(a) Name of Person Filing: Tyndall Capital Partners, L.P.
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(b) Address of Principal Business Office or, if none, Residence: 153 East
53rd Street, 55th Floor, New York, New York 10022
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(c) Citizenship: United States
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(d) Title of Class of Securities: Common Stock
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(e) CUSIP Number: 26972B101
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Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or
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);
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C 80a-8);
(e) [ ] 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)(1)(ii)(G);
(h) [ ] A savings associations 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. 80a-3);
(j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
Item 4. Ownership.
(a) Amount beneficially owned (as of December 31, 2003): 81,000
(b) Percent of Class (as of December 31, 2003): 6.7%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 81,000
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 81,000
(iv) Shared power to dispose or to direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
Item 6. Ownership of More Than Five Percent on Behalf of Another Person. N/A
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. Certification.
By signing below, I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of such securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
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.
February 17, 2004
/s/ Jeffrey S. Halis
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Jeffrey S. Halis
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)