13G Filing: Magnolia Capital Fund Trims Stake in Northeast Bancorp (NBN)

Item 1.

(a)

Name of Issuer:

Northeast Bancorp

(b)

Address of Issuer’s Principal Executive Offices:

500 Canal Street

Lewiston, Maine 04240

Item 2.

(a)

Name of Person Filing:

This Schedule 13G is being jointly filed by Magnolia Capital Fund, LP (“MCF”), The Magnolia Group, LLC (“TMG”), a registered investment adviser, and Adam K. Peterson (each, a “Reporting Person” and, collectively, the “Reporting Persons”) with respect to shares of voting common stock, par value $1.00 per share of the Issuer (the “Voting Common Stock”) owned directly by MCF.

TMG is the general partner of MCF. Mr. Peterson is the managing member of TMG. TMG and Mr. Peterson may each exercise voting and dispositive power over the Voting Common Stock held by MCF and, as a result, may be deemed to be indirect beneficial owners of shares of Voting Common Stock held by MCF. TMG and Mr. Peterson disclaim beneficial ownership of the Voting Common Stock.

(b)

Address of Principal Business Office or, if None, Residence:

1411 Harney Street, Suite 200

Omaha, Nebraska 68102

(c)

Citizenship:

MCF is a Delaware limited partnership. TMG is an Oklahoma limited liability company and registered investment adviser. Mr. Peterson is a U.S. citizen.

(d)

Title of Class of Securities:

Voting Common Stock, par value $1.00 per share

(e)

CUSIP Number:

663904209

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

(a)

[   ]

Broker or dealer registered under Section 15 of the Exchange Act.

(b)

[   ]

Bank as defined in Section 3(a)(6) of the Exchange Act.

(c)

[   ]

Insurance company as defined in Section 3(a)(19) of the Exchange Act.

(d)

[   ]

Investment company registered under Section 8 of the Investment Company Act.