UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
Amendment 2006-1
Cape Fear Bank Corp.
(Name of Issuer)
COMMON STOCK, $3.50 PAR VALUE
(Title of Class of Securities)
139380109
(CUSIP Number)
Bank of Wilmington Corporation
(Former name if changed since last report)
December 31, 2006
(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).
The Reporting Persons previously filed their ownership interest in the Issuer
pursuant to a Schedule 13G/A, at December 31, 2005.
SCHEDULE 13G/A
CUSIP No. 139380109
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (OPTIONAL)
Banc Fund V L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) /x/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
10,445
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
10,445
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,445
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/X/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.3%
12 TYPE OF REPORTING PERSON*
PN
SCHEDULE 13G/A
CUSIP No. 139380109
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Banc Fund VI L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) /x/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
203,556
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
203,556
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
203,556
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/X/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.7%
12 TYPE OF REPORTING PERSON*
PN
SCHEDULE 13G/A
CUSIP No. 1393801092
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Banc Fund VII L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) /x/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/X/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON*
PN
Item 1 (a) Name of Issuer: Cape Fear Bank Corp.
Item 1 (b) Address of Issuer's Principal Executive Offices:
1117 MILITARY CUTOFF ROAD, WILMINGTON, NORTH CAROLINA 28405
Item 2 (a) Name of Person Filing:
This Schedule 13G/A is being filed jointly by Banc Fund V L.P.
("BF V"), an Illinois Limited Partnership, Banc Fund VI L.P. ("BF VI"), an
Illinois Limited Partnership, and Banc Fund VII L.P. ("BF VII"), an Illinois
Limited Partnership, (collectively, the "Reporting Persons"). The general
partner of BF V is MidBanc V L.P.("MidBanc V"), whose principal business is to
be a general partner of BF V. The general partner of BF VI is MidBanc VI L.P.
("MidBanc VI"), whose principal business is to be a general partner of BF VI.
The general partner of BF VII is MidBanc VII L.P.("MidBanc VII"), whose
principal business is to be a general partner of BF VII. MidBanc V, MidBanc VI,
and MidBanc VII are Illinois limited partnerships. The general partner of
MidBanc V, MidBanc VI, and MidBanc VII is The Banc Funds Company, L.L.C.,
("TBFC"), whose principal business is to be a general partner of MidBanc V,
MidBanc VI, and MidBanc VII. TBFC is an Illinois corporation. Mr. Moore has
been the manager of the investment decisions for each of BF V, BF VI, and
BF VII, since their respective inceptions. As manager, Mr. Moore has voting and
dispositive power over the securities of the issuer held by each of those
entities. As the controlling member of TBFC, Mr. Moore will control TBFC, and
therefore each of the Partnership entities directly and indirectly controlled
by TBFC.
Item 2 (b) Address of Principal Business Office:
208 S. LaSalle Street, Chicago, IL 60604.
Item 2 (c) Citizenship: United States
Item 2 (d) Title of Class of Securities: Common Stock
Item 2 (e) CUSIP Number: 139380109
Item 3 If this statement is being filed pursuant to Rule 13d-1(b)or
13d-2(b), check whether the person filing is an:
(a)[ ] Broker or Dealer registered under Section 15 of the Act
(b)[ ] Bank as defined in section 3(a)(6) of the Act (c)[ ] Insurance Company
as defined in section 3(a)(19) of the Act (d)[ ] Investment Company
registered under section 8 of the Investment Company Act of 1940
(e)[ ] An Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E)
(f)[ ] An Employee Benefit Plan or Endowment Fund in accordance with Rule
13d-1(b)(1)(ii)(F)
(g)[ ] A Parent Holding Company or Control Person in accordance with Rule 13d-1
(b)(ii)(G)
(h)[ ] A Savings Association as defined in Section 3(b) of the Federal Deposit
Insurance Act
(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
(j)[ ] Group, in accordance with 13d-1(b)(1)(ii)(J)
Item 4 Ownership:
The following information is provided as of January 31, 2007 for the calendar
year ending December 31, 2006:
(a) Amount Beneficially Owned: 214,001
(b) Percent of Class: 6.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 214,001
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of: 214,001
(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:
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 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
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.
Date: February 9, 2007
BANC FUND V L.P.
By MIDBANC V L.P.,
general partner
By The Banc Funds Company, L.L.C.,
general partner
By The Banc Funds Company, L.L.C.,
Owner
By /s/ Charles J. Moore
Charles J. Moore, President
BANC FUND VI L.P.
By MIDBANC VI L.P.,
general partner
By The Banc Funds Company, L.L.C.,
general partner
By The Banc Funds Company, L.L.C.,
Owner
By /s/ Charles J. Moore
Charles J. Moore, President
BANC FUND VII L.P.
By MIDBANC VII L.P.,
general partner
By The Banc Funds Company, L.L.C.,
general partner
By The Banc Funds Company, L.L.C.,
Owner
By /s/ Charles J. Moore
Charles J. Moore, President