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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
(Amendment No. 3)*
Under
the Securities Exchange Act of 1934
FOXBY
CORP.
Common
Stock
CUSIP
NUMBER 46062H 10 0
Richard
J. Shaker
D.
B. A.
Shaker Financial Services
1094
Magothy Circle
Annapolis,
MD 21409
December
29, 2005
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 ßß240.13d-1(e), 240.13d-1(f) or240.13d-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 ß240.13d-7 for other parties to
whom copies are to be sent.
*
The
remainder of this cover page shall be filled out for a reporting person ís
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
(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.
46062H 10 0
1.
Names
of
Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only).
Richard J. Shaker, D.B.A. Shaker Financial Services
IRS TIN 51-0434319
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): N/A
5.
Check
if
Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
_________.
6.
Citizenship
or Place of Organization: United States of America
|
Number
of
|
7.
|
Sole Voting Power:
|
0
|
|
Shares
Beneficially by
|
8.
|
Shared Voting Power
|
0
|
|
Owned
by Each Reporting
|
9.
|
Sole Dispositive Power
|
0
|
|
Person
With
|
10.
|
Shared Dispositive Power
|
0
|
11.
Aggregate
Amount Beneficially Owned by Each Reporting Person:
Accounts
managed by Richard J. Shaker, doing business as Shaker Financial Services,
no
longer own shares of Foxby Corp. No shares are beneficially owned by Mr. Shaker,
his relatives, or, to his knowledge, by any of his clients.
12.
Check
if
the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
N/A
13.
Percent
of Class Represented by Amount in Row (11): 0%
14.
Type
of
Reporting Person (See Instructions) IA
Item
1. Security
and Issuer.
This
Schedule 13D relates to the common stock of FOXBY CORP. The address of the
principal executive office of the Company is 11 Hanover Square, 12th
floor,
New York, NY 10005.
Item
2. Identity
and Background.
(a)
Name
of
Person Filing:
Richard
J. Shaker, D. B. A. Shaker Financial Services
(b)
Residence
and Business Address:
1094
Magothy Circle
Annapolis,
MD 21401
(c)
Present
Principal Occupation:
Shaker
Financial Services is a sole proprietorship formed for the purpose of managing
investment portfolios. Business is conducted from the office at 1094 Magothy
Circle, Annapolis, MD 21401.
(d)
Criminal
Proceedings:
During the past five years, Richard J. Shaker has not been convicted in
any
criminal proceeding.
(e)
Judgments
and Final Orders:
During
the past five years, Richard J. Shaker has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
resulting in a judgment, decree or final order enjoining future violations
of,
or prohibiting or mandating activities subject to Federal or Sate securities
laws or finding any violation with respect to such laws.
(f)
Citizenship:
U. S.
Item
3. Source
and Amount of Funds or Other Consideration.
N/A
Item
4. Purpose
of Transaction.
Richard
J. Shaker entered into a settlement of the litigation
captioned Shaker v Foxby Corp., et. al. (Maryland Circuit Court, Civil
Action
No. 24-C-04-007613). Pursuant to the terms of the settlement, the management
fee
paid to Foxby’s investment advisor will be reduced to 0.5% of Foxby’s average
daily net assets and Richard J. Shaker agreed to sell all of his shares
of
Foxby, provided that such shares could be sold for a minimum price. The
transaction satisfies Richard J. Shaker’s obligation to sell the Foxby
shares.
Item
5. Interest
in Securities of the Issuer.
(a)
Reporting
entity no longer owns or controls any shares of Foxby Corp.
(b)
Reporting
entity had sole power to dispose of the Foxby Corp. holdings reported in this
section.
(c)
During
the past sixty days, the only transaction involving shares of Foxby Corporation
executed by Shaker Financial Services occurred on December 29, 2005, in which
Shaker Financial Services sold 393,700 shares of Foxby Corp. for accounts that
it manages. The transaction is summarized below:
|
Date
|
P/S
|
Number
of Shares
|
Price
per Share ($)
|
Total
Proceeds
|
Trans.
Type
|
|
12/29/05
|
S
|
397,300
|
2.25
|
$893,925
|
Private
|
Item
6. Contracts,
Arrangements, Understandings or Relationships With respect to Securities of
the
Issuer.
Richard
J. Shaker and the other plaintiffs in the civil action described above have
agreed not to purchase shares of Foxby in the future or to participate in future
efforts to seek control of Foxby Corp.
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:
January
2,
2006
By:/s/ Richard
J.
Shaker
Name/Title: Richard J. Shaker
Attention:
Intentional misstatements or omissions of fact constitute Federal criminal
violations (See 18 U.S.C. 1001)