SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Amendment No. )*
Under the Securities Exchange Act of 1934
CORNERSTONE BANCORP INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
061524044
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(CUSIP Number)
JULY 24, 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 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. 061524044
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1) Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
HOT CREEK CAPITAL, L.L.C.
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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
Nevada
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Number of (5) Sole Voting Power 0
Shares ------------------------------------------------
Beneficially (6) Shared Voting Power 72,220
Owned by ------------------------------------------------
Each Reporting- (7) Sole Dispositive Power 0
Person ------------------------------------------------
With (8) Shared Dispositive Power 72,220
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9) Aggregate Amount Beneficially Owned by Each Reporting Person
72,220
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10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not applicable
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11) Percent of Class Represented by Amount in Row 9
5.9%
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12) Type of Reporting Person (See Instructions)
OO
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CUSIP No. 061524044
--------------------------------------------------------------------------
1) Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
HOT CREEK INVESTORS, L.P.
-----------------------------------------------------------------------
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
-----------------------------------------------------------------------
3) SEC Use Only
-----------------------------------------------------------------------
4) Citizenship or Place of Organization
Nevada
-----------------------------------------------------------------------
Number of (5) Sole Voting Power 0
Shares ------------------------------------------------
Beneficially (6) Shared Voting Power 72,220
Owned by ------------------------------------------------
Each Reporting- (7) Sole Dispositive Power 0
Person ------------------------------------------------
With (8) Shared Dispositive Power 72,220
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9) Aggregate Amount Beneficially Owned by Each Reporting Person
72,220
-----------------------------------------------------------------------
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not applicable
-----------------------------------------------------------------------
11) Percent of Class Represented by Amount in Row 9
5.9%
-----------------------------------------------------------------------
12) Type of Reporting Person (See Instructions)
PN
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CUSIP No. 061524044
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1) Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
David M. W. Harvey
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
-----------------------------------------------------------------------
3) SEC Use Only
-----------------------------------------------------------------------
4) Citizenship or Place of Organization
U.S.A.
-----------------------------------------------------------------------
Number of (5) Sole Voting Power 0
Shares ------------------------------------------------
Beneficially (6) Shared Voting Power 72,220
Owned by ------------------------------------------------
Each Reporting- (7) Sole Dispositive Power 0
Person ------------------------------------------------
With (8) Shared Dispositive Power 72,220
-----------------------------------------------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person
72,220
-----------------------------------------------------------------------
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not applicable
-----------------------------------------------------------------------
11) Percent of Class Represented by Amount in Row 9
5.9%
-----------------------------------------------------------------------
12) Type of Reporting Person (See Instructions)
IN
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Item 1:
(a) Name of Issuer:
Cornerstone Bancorp Inc. (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
550 Summer Street
Stamford, Connecticut 06901
Item 2:
(a) Name of Person Filing:
This Schedule 13G is being jointly filed by each of
the following persons pursuant to Rule 13d-1(k)(1)
promulgated by the Securities and Exchange Commission
pursuant to Section 13 of the Securities Exchange Act
of 1934, as amended (the "Act"): (i) Hot Creek
Capital, L.L.C. (the "General Partner"), (ii) Hot
Creek Investors, L.P. ("Investors"), and (iii) David
M. W. Harvey, the principal member of the General
Partner ((i), (ii), and (iii) being collectively, the
"Filing Persons"). The Stock of the Issuer (the
"Stock") which is the subject of this Schedule 13G is
held by Investors. The other Filing Persons are
joining in this Schedule 13G because they exercise
voting and investment power over the Stock held by
Investors. The Filing Persons have entered into a
Joint Filing Agreement, dated as of July 24, 2003, a
copy of which is filed with this Schedule 13G as
Exhibit A, pursuant to which the Filing Persons have
agreed to file this statement jointly in accordance
with the provisions of Rule 13d-1(k)(1) under the
Act. The Filing Persons expressly disclaim that they
have agreed to act as a group.
(b) Address of Principal Business Office or, if none, Residence:
6900 South McCarran Boulevard, Suite 3040
Reno, Nevada 89509
(c) Citizenship:
Nevada for Investors and the General Partner;
David M. W. Harvey is a citizen of the U.S.A.
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
061524044
Item 3: Not applicable
Item 4: Ownership.
(a) Amount beneficially owned:
72,220 shares of Stock may be deemed beneficially
owned within the meaning of Rule 13d-3 of the Act by
each of the Partnership, the General Partner and,
David M. W. Harvey. The General Partner and
David M. W. Harvey expressly disclaim direct and
beneficial ownership of the shares of Stock reported
as deemed to be beneficially owned by them.
Based on Form 10-QSB dated May 15, 2003, the Issuer
had 1,219,516 shares of Stock issued and outstanding
as of April 20, 2003. Accordingly, the 72,220 shares
of Stock which may be deemed to be beneficially owned
by Investors represent approximately 5.9 percent
(5.9%) of the Issuer's issued and outstanding Stock
thereafter.
(b) Percent of class: 5.9%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 0
(ii) Shared power to vote or to direct the vote 72,220
(iii) Sole power to dispose or to direct the disposition 0
(iv) Shared power to dispose or to direct the disposition of 72,220
Item 5: Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6: Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7: Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company.
Not applicable.
Item 8: Identification and Classification of Members of the Group.
Not applicable.
Item 9: Notice of Dissolution of Group.
Not applicable.
Item 10: Certifications.
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 the
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.
HOT CREEK CAPITAL, L.L.C.
By: /s/ David M. W. Harvey
Dated: July 24, 2003 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
HOT CREEK INVESTORS, L.P.
By its General Partner
HOT CREEK CAPITAL, L.L.C.
By: /s/ David M. W. Harvey
Dated: July 24, 2003 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
By: /s/ David M. W. Harvey
Dated: July 24, 2003 ----------------------------------
Name: David M. W. Harvey
Exhibit A
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AGREEMENT REGARDING THE JOINT FILING
OF SCHEDULE 13G
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The undersigned hereby agree as follows:
(i) Each of them is individually eligible to use the Schedule
13G to which this Exhibit is attached, and such Schedule 13G is filed
on behalf of each of them; and
(ii) Each of them is responsible for the timely filing of
such Schedule 13G and any amendments thereto, and for the completeness
and accuracy of the information concerning such person contained
therein; but none of them is responsible for the completeness or
accuracy of the information concerning the other persons making the
filing, unless such person knows or has reason to believe that such
information is inaccurate.
HOT CREEK CAPITAL, L.L.C.
By: /s/ David M. W. Harvey
Dated: July 24, 2003 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
HOT CREEK INVESTORS, L.P.
By its General Partner
HOT CREEK CAPITAL, L.L.C.
By: /s/ David M. W. Harvey
Dated: July 24, 2003 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
By: /s/ David M. W. Harvey
Dated: July 24, 2003 ----------------------------------
Name: David M. W. Harvey