UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
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 persons 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).
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 control number.
CUSIP No. |
927651109 |
1 | NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF REPORTING PERSONS (ENTITIES ONLY): | ||||
Athena Capital Management, Inc. 23-2520198 Minerva Group, LP David P. Cohen |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS): |
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(a) [ ] | |||||
(b) [ ] | |||||
3 | SEC USE ONLY: | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION: | ||||
Athena Capital Management, Inc. - Delaware
Minerva Group, LP - Delaware David P. Cohen - U.S. Citizen |
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5 | SOLE VOTING POWER: | |||
Minerva Group, LP - 406,374 | |||||
David P. Cohen - 1,026 | |||||
6 | SHARED VOTING POWER: | ||||
Athena Capital Management, Inc. - 356,134 | |||||
7 | SOLE DISPOSITIVE POWER: | ||||
Minerva Group, LP - 406,374 | |||||
David P. Cohen - 1,036 | |||||
8 | SHARED DISPOSITIVE POWER: | ||||
Athena Capital Management, Inc. - 356,134 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: | ||||
Athena Capital Management, Inc. - 356,134 Minerva Group, LP - 406,374 David P. Cohen - 763,534 (includes shares beneficially owned by Athena Capital Management, Inc. and Minerva Group, LP) |
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10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): | ||||
[ ] | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): | ||||
5.3% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): | ||||
Athena Capital Management, Inc. - IA
Minerva Group, LP - PN David P. Cohen - IN |
Item 1(a)
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Name of Issuer. | |
VIRCO MFG. CORPORATION | ||
Item 1(b)
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Address of Issuers Principal Executive Offices. | |
2027 Harpers Way Torrence, CA 90501 |
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Item 2(a)
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Name of Person Filing. | |
Athena Capital Management, Inc. Minerva Group, LP David P. Cohen |
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Item 2(b)
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Address of Principal Business Office or, if none, Residence. | |
50 Monument Road, Suite 201 Bala Cynwyd, PA 19004 |
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Item 2(c)
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Citizenship. | |
David P. Cohen is a U.S. Citizen. The reporting entities are organized under Delaware law. |
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Item 2(d)
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Title of Class of Securities. | |
Common Stock $.01 par value | ||
Item 2(e)
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CUSIP Number. | |
927651109 |
Item 3 | This statement is not filed pursuant to Rules 13d-1(b), 13d-2(b) or 13d-2(c). | |||
Item 4 | Ownership. | |||
(a) | Amount
beneficially owned:
Athena Capital Management, Inc. - 356,134
Minerva Group, LP - 406,374
David P. Cohen - 763,534 (includes shares beneficially owned by Athena Capital Management, Inc. and Minerva Group, LP)
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(b) | Percent of Class: 5.3% | |||
(c) | Number of Shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Minerva Group, LP - 406,374
David P. Cohen -1,026
(ii) Shared power to vote or to direct the vote:
Athena Capital Management, Inc. -
356,134
(iii) Sole power to dispose or to direct the disposition of:
Minerva Group, LP - 406,374
David P. Cohen -1,026
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(iv) Shared power to dispose or to direct the disposition of: Athena Capital Management, Inc. - 356,134 |
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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 or Control Person. | |||
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. |
ATHENA CAPITAL MANAGEMENT, INC. | ||||||
Date: April 29, 2008 | ||||||
By: | David P. Cohen, President | |||||
By: | /s/ Beth N. Lowson | |||||
Name: Beth N. Lowson | ||||||
Title: Attorney-In-Fact | ||||||
The Nelson Law Firm, LLC | ||||||
White Plains Plaza | ||||||
One North Broadway, Suite 712 | ||||||
White Plains, NY 10601 | ||||||
MINERVA GROUP, LP | ||||||
Date: April 29, 2008 | ||||||
By: | MINERVA GP, INC., its General Partner | |||||
By: | David P. Cohen, President | |||||
By: | /s/ Beth N. Lowson | |||||
Name: Beth N. Lowson | ||||||
Title: Attorney-In-Fact | ||||||
The Nelson Law Firm, LLC | ||||||
White Plains Plaza | ||||||
One North Broadway, Suite 712 | ||||||
White Plains, NY 10601 | ||||||
DAVID P. COHEN | ||||||
Date: April 29, 2008 | ||||||
By: | David P. Cohen | |||||
By: | /s/ Beth N. Lowson | |||||
Name: Beth N. Lowson | ||||||
Title: Attorney-In-Fact | ||||||
The Nelson Law Firm, LLC | ||||||
White Plains Plaza | ||||||
One North Broadway, Suite 712 | ||||||
White Plains, NY 10601 |
By: | /s/ David P. Cohen | |
David P. Cohen | ||