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OMB APPROVAL
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OMB Number 3235-0145
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
HOM Corporation
________________________________________________________________________________
(Name of Issuer)
Common Stock
________________________________________________________________________________
(Title of Class of Securities)
40427C 10 4
________________________________________________________________________________
(CUSIP Number)
Bryce N. Batzer
629 Southwest 6th Street, Apartment 31
Pompano Beach, FL 33060 (954) 941-1901)
________________________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 21, 2002
________________________________________________________________________________
(Date of Event which Requires Filing of This Statement)
If the 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 ss. 240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box [_].
Note: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See ss. 240.13d-7(b) for
other parties to whom 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 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 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).
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION
CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A
CURRENTLY VALID OMB CONTROL NUMBER.
CUSIP No. 40427C 10 4 13D Page 2
________________________________________________________________________________
1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Bryce N. Batzer
________________________________________________________________________________
2. Check the Appropriate Box If a Member of a Group (See Instructions)
(a) [_]
(b) [_]
________________________________________________________________________________
3. SEC Use Only
________________________________________________________________________________
4. Source of Funds (See Instructions)
PF
________________________________________________________________________________
5. Check If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [_]
________________________________________________________________________________
6. Citizenship or Place of Organization
USA
________________________________________________________________________________
7. Sole Voting Power
NUMBER OF 817,354
SHARES _________________________________________________________________
BENEFICIALLY 8. Shared Voting Power
OWNED BY -0-
EACH _________________________________________________________________
REPORTING 9. Sole Dispositive Power
PERSON 817,354
WITH _________________________________________________________________
10. Shared Dispositive Power
-0-
________________________________________________________________________________
11. Aggregate Amount Beneficially Owned by Each Reporting Person
817,354
_______________________________________________________________________________
12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [_]
________________________________________________________________________________
13. Percent of Class Represented by Amount in Row (11)
21.3%
________________________________________________________________________________
14. Type of Reporting Person (See Instructions)
IN
________________________________________________________________________________
CUSIP No. 13D Page 3
________________________________________________________________________________
Item 1. Security and Issuer.
The class of security to which this statement relates is common stock of HOM
Corporation, whose address is:
4210 Columbia Road, Suite 10C
Martinez, GA 30907
________________________________________________________________________________
Item 2. Identity and Background.
(a) The person filing this statement is Bryce N. Batzer ("Batzer")
(b) Batzer's residence address is 629 Southwest 6th Street, Apt. 31,
Pompano Beach, FL 33060
(c) Batzer is currently retired and manages his personal investments.
(d) Batzer has never been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) Batzer has never been 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 of finding any violation
with respect to such laws.
(f) Batzer is a citizen of the United States of America.
________________________________________________________________________________
Item 3. Source and Amount of Funds or Other Consideration.
Batzer initially received 9,977 shares of common stock individually and
3,201 shares as trustee for his children (as to which he disclaims beneficial
ownership) of Southern States Lenders, Inc., whose name subsequently was changed
to Direct Lending, Inc. ("Direct"), as a result of the spin off of all the
shares of Direct by its former owner, Apple Homes Corporation, without any
consideration from the recipients of such shares or otherwise. Direct was merged
with a subsidiary of HOM Corporation, the issuer herein ("HOM"), and the
outstanding shares of Direct became shares of HOM on a one for one basis.
Batzer is a director of HOM and of Direct and HOM's other subsidiary,
Homes By Owners, Inc.("Homes") and has supported their operations by
individually acquiring from Direct and HOM an additional 704,176 shares for an
aggregate of $138,538, of which $80,000 was cash; $12,185 was in satisfaction of
a loan of $10,000 and interest of $2,185; $44,670 was in satisfaction of loans
of $15,000, $9,000 and $19,000, aggregating $43,000, and interest of $1,670;
$1,072 was compensation for services, and $611 was expense reimbursement. In
addition, he has acquired 100,000 shares from a stockholder who had no relation
to HOM other than as a stockholder in satisfaction of an advance to such
stockholder of $25,000. All cash purchases of common stock by Batzer have been
made from his personal funds. All shares of HOM common stock held by Batzer
individually are held under a revocable trust agreement dated July 15, 1964, of
which Batzer is sole trustee and sole beneficiary.
________________________________________________________________________________
Item 4. Purpose of Transaction.
Batzer's original receipt of shares of Direct was passively as a stockholder of
Apple Homes Corporation. His subsequent acquisitions of common stock of Direct
and HOM have been in support of the operations of HOM and its subsidiaries,
particularly in view of their continuing cash needs, except for his purchase of
100,000 shares from a stockholder, which was to settle an obligation to him of
such stockholder.
(a) Batzer has no current plans to acquire or dispose of common stock of
HOM, although he anticipates that he may be requested to purchase
additional common stock to support HOM and its subsidiaries.
(b) Batzer has supported the activities of HOM management in seeking one or
more business combinations or alliances. Batzer knows of no agreements
or understandings for any such business combinations or alliances,
although he is aware that various unconcluded proposals have been made,
including proposals now in discussions for the acquisition of New
Generation, LLC, a modular homes sales organization, and Erwin Modular
Structures, LLP, a modular home manufacturer, both located in Erwin,
Tennessee. The previously disclosed discussions with Robert H. Sauls,
the sole owner of Factory Built Homes, Inc. which owns and operates a
factory built and mobile home sales operation in Durham, North
Carolina, are being held in abeyance in view of the lack of current
financing to support the business that was contemplated to be acquired.
There currently exists no memorandum of understanding, letter of intent
or other agreement as to the proposals in these discussions, and there
can be no assurance that any final understanding or agreement will be
reached.
(c) NA
(d) On March 2, 2002, Jeremy Collins, was elected by the other directors to
the Board of Directors of HOM Corporation and by HOM to the Board of
Directors of each of HOM's subsidiaries, Direct and Homes, and became
Vice President-Sales of HOM and President of HOM's subsidiary, Direct.
If the discussions with Robert H. Sauls go forward, see 4(b), above, it
is possible that Mr. Sauls and James H. Johnson, III will be elected to
the Board of Directors of HOM.
(e) The Company is contemplating the issuance of 40,000 to 100,000 shares
of Series A 6% Cumulative Convertible Redeemable Preferred Stock, with
a stated value of $10.00 a share, resulting in a financing of $400,000
- $1,000,000 before expenses. Such shares would be convertible into the
Company's common stock on the basis of $.50 per share and would be
redeemable on and after March 31, 2003 if during any 30 day period the
bid price of HOM's common stock was never less than $1.00. $400,000 of
the amount raised would be for HOM's current operations. The additional
financing would be sought if the discussions for the acquisition of
Erwin Modular Structures, Inc., which needs additional financing, are
successful. See 4(b), above.
(f) NA
(e) NA
(f) NA
(g) NA
(h) NA
(i) NA
(j) NA
________________________________________________________________________________
Item 5. Interest in Securities of the Issuer.
(a) Batzer has a beneficial interest in 817,354 shares of HOM common stock,
which represents 21.3% of the 3,833,182 shares of HOM common stock
outstanding. This amount includes 3,201 shares registered in the name
of Bryce N. Batzer, trustee under the Norma M. Batzer Exemption Trust,
for the benefit of Mr. Batzer's children, as to which he disclaims
beneficial interest. It does not include 230,000 shares, consisting of
100,000 shares registered in the name of David B. Batzer and Florence
M. Batzer, joint tenants; 100,000 shares registered in the name of
David B. Batzer and 30,000 shares registered in the name of Ken Batzer,
as to all of which Mr. Batzer disclaims beneficial ownership or any
investment or voting power. David B. and Ken Batzer are Mr. Batzer's
adult sons, who have independent residences.
(b) (See items 7-10 on the cover page)
(c) Batzer has not effected any transactions, and does not know of any
effected by any of the other persons named in paragraph (a), above, in
HOM common stock during the past 60 days, except for his acquisition of
100,000 shares on February 21, 2002 from a stockholder, who had no
relationship with HOM other than as a stockholder, in satisfaction of
an advance to such stockholder.
(d) NA
(e) NA
________________________________________________________________________________
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
Batzer has no contracts, arrangements, understandings or relationships
(legal or otherwise) with respect to any securities of HOM.
________________________________________________________________________________
Item 7. Material to be Filed as Exhibits.
None
________________________________________________________________________________
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.
March 5, 2002
---------------------------------------
(Date)
/s/ Bryce N. Batzer
----------------------------------------
(Signature)
Bryce N. Batzer
----------------------------------------
(Name/Title)
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).