SEC Info - Capital Z Partners Ltd., et al. - ‘4’ for 11/5/04 re: Aames Financial Corp./DE

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SPECIALTY FINANCE PARTNERS

(Last)

(First)

(Middle)

54 THOMPSON STREET

(Street)

NEW YORK

10012

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AAMES FINANCIAL CORP/DE [ AMSF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/5/04

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Convertible Preferred Stock	⁽¹⁾	11/5/04		D ⁽²⁾			26,704,000	2/8/99	⁽¹⁾	Common Stock	5,340,800	⁽¹⁾	0 ⁽³⁾	D
Class C Convertible Preferred Stock	⁽¹⁾	11/5/04		D ⁽²⁾			18,827,346	2/8/99	⁽¹⁾	Common Stock	18,827,346	⁽¹⁾	0 ⁽³⁾	D
Series D Convertible Preferred Stock	⁽¹⁾	11/5/04		D ⁽²⁾			58,823,529	6/7/00	⁽¹⁾	Common Stock	58,823,529	⁽¹⁾	0 ⁽³⁾	D
Warrant to purchase Series D Convertible Preferred Stock	$0.85	11/5/04		D ⁽²⁾			5,000,000	7/12/00	7/7/05	Series D Convertible Preferred Stock ⁽⁴⁾	5,000,000	⁽¹⁾	0 ⁽³⁾	D

1. Name and Address of Reporting Person^*

SPECIALTY FINANCE PARTNERS

(Last)

(First)

(Middle)

54 THOMPSON STREET

(Street)

NEW YORK

10012

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CAPITAL Z FINANCIAL SERVICES FUND II LP

(Last)

(First)

(Middle)

54 THOMPSON STREET

(Street)

NEW YORK

10012

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Capital Z Financial Services Private Fund II, L.P.

(Last)

(First)

(Middle)

54 THOMPSON STREET

(Street)

NEW YORK

10012

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CAPITAL Z PARTNERS LP

(Last)

(First)

(Middle)

54 THOMPSON STREET

(Street)

NEW YORK

10012

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CAPITAL Z PARTNERS LTD

(Last)

(First)

(Middle)

54 THOMPSON STREET

(Street)

NEW YORK

10012

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Equifin Capital Partners, Ltd.

(Last)

(First)

(Middle)

54 THOMPSON STREET

(Street)

NEW YORK

10012

(City)

(State)

(Zip)

Explanation of Responses:

(1) See Notes (1) in Exhibit 99.1

(2) See Note (2) in Exhibit 99.1

(3) See Note (3) in Exhibit 99.1

(4) See Note (4) in Exhibit 99.1

	By: Capital Z Financial Services Fund II, L.P., its General Partner	11/15/04
	By: Capital Z Partners, L.P., its General Partner	11/15/04
	By: Capital Z Partners, Ltd., its General Partner	11/15/04
	/s/ David Spuria, General Counsel	11/15/04
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

____________ Transaction Code:
D	Disposition to the Issuer of Issuer equity securities pursuant to Rule 16b-3(e).

Capital Z Partners Ltd., et al. – ‘4’ for 11/5/04 re: Aames Financial Corp./DE

On: Monday, 11/15/04, at 5:28pm ET · For: 11/5/04 · As: 10% Owner · Accession #: 909518-4-899 · File #: 333-06969

Previous ‘4’: ‘4’ on 11/15/04 for 11/5/04 · Next: ‘4’ on 4/4/05 for 3/31/05 · Latest: ‘4/A’ on 11/9/16 for 11/8/16

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

‘4’ — Statement of Changes in Beneficial Ownership of Securities by an Insider — sfp11-15_form4ex.xml/2.2

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Capital Z Partners Ltd., et al. – ‘4’ for 11/5/04 re: Aames Financial Corp./DE

On: Monday, 11/15/04, at 5:28pm ET · For: 11/5/04 · As: 10% Owner · Accession #: 909518-4-899 · File #: 333-06969

Previous ‘4’: ‘4’ on 11/15/04 for 11/5/04 · Next: ‘4’ on 4/4/05 for 3/31/05 · Latest: ‘4/A’ on 11/9/16 for 11/8/16

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

‘4’ — Statement of Changes in Beneficial Ownership of Securities by an Insider — sfp11-15_form4ex.xml/2.2

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents