OMB APPROVAL OMB Number:3235-0145 Expires: August 31, 1999 Estimated average burden hours per response 14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. *) Boston Beer Company Common Stock (Title of Class of Securities) 100557107 (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 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). Potential persons who are to 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. SEC 1745 (3-98) Page 1 of 7
100557107 13G Page 2 of 7 Pages - ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Brookhaven Capital Management - ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) /X/ (b) / / - ---------------------------------------------------------------- 3 SEC USE ONLY - ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION California - ---------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES 1,309,400 BENEFICIALLY --------------------------------------- OWNED BY 6 SHARED VOTING POWER EACH REPORTING --------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH 1,309,400 --------------------------------------- 8 SHARED DISPOSITIVE POWER - ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - ---------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) - ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.4% - ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) IA, OO - ----------------------------------------------------------------
100557107 13G Page 3 of 7 Pages - ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Vincent A. Carrino - ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)/X/ (b)/ / - ---------------------------------------------------------------- 3 SEC USE ONLY - ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ---------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY --------------------------------------- OWNED BY 6 SHARED VOTING POWER EACH REPORTING --------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH --------------------------------------- 8 SHARED DISPOSITIVE POWER - ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - ---------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) - ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 - ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) IN - ----------------------------------------------------------------
100557107 13G Page 4 of 7 Pages ITEM 1. (a) The name of the issuer Boston Beer Co Inc. ("SAM"). (b) The principal executive office of SAM is located at 75 Arlington Street, Boston, MA 02116. ITEM 2. (a) The names of the persons filing this statement are Brookhaven Capital Management, LLC a California limited liability company ("LLC"), and Vincent A. Carrino ("Carrino")(collectively, the "Filers"). (b) The principal business office LLC and Carrino is located at 3000 Sand Hill Road, Building 3, Suite 105, Menlo Park, CA 94025. (c) Carrino is a United States citizen. See response to Item 2(a). (d) This statement relates to shares of Common Stock of SAM (the "Stock"). (e) The CUSIP number of the Stock is 100557107.
CUSIP No. 100557107 13G Page 5 of 7 Pages ITEM 3. If this statement is filed pursuant to rule 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) ___ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) ___ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) ___ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) ___ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) ___ An investment adviser in accordance with 240.13d- 1(b)(1)(ii)(E). (f) ___ An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). (g) ___ A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G) (h) ___ A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (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 (15 U.S.C. 80a-3). (j) ___ Group, in accordance with section 240.13d-1(b)(1)(ii)(J)
CUSIP No. 100557107 13G Page 6 of 7 Pages ITEM 4. OWNERSHIP The beneficial ownership of Stock of the persons named in Item 2 of this statement is as follows at the date hereof: See Items 5-9 and 11 on the cover page for each Filer. 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 LLC, a registered investment advisor, is a general partner of limited partnerships pursuant to limited partnership agreements providing to LLC the authority, among other things, to invest the funds of the partnerships in Stock, to vote and dispose of Stock and to file this statement on behalf of the partnerships. Pursuant to such limited partnership agreements, LLC is entitled to allocations based on assets under management and realized and unrealized gains. Pursuant to investment management agreements, LLC is authorized, among other things, to invest funds of its various investment advisory clients, and to vote and dispose of those securities. Such investment agreement may be terminated by either party on notice as provided in such agreements and provide for fees payable to LLC based on assets under management and realized and unrealized gains. No single client of LLC holds more than five percent of the outstanding Stock. Carrino is authorized by various individuals and entities to invest funds of those individuals and entities and to vote and dispose of securities acquired with such funds, including the Stock. Carrino does not receive any fees for such activities. None of such individuals and entities owns more than five percent of the outstanding Stock.
CUSIP No. 100557107 13G Page 7 of 7 Pages 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 See Exhibit A 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 acquired and are held in the ordinary course of business and 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. Dated: November 30, 1999 BROOKHAVEN CAPITAL MANAGEMENT, LLC By: /s/ Vincent A. Carrino /s/ Vincent A. Carrino Vincent A. Carrino Vincent A. Carrino Manager
SCHEDULE 13G CUSIP No. 74973W107 Exhibit A AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G The undersigned agree to file jointly with the Securities and Exchange Commission (the "SEC") any and all statements on Schedule 13D or Schedule 13G (and any amendments or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in connection with purchases by the undersigned of securities of Boston Beer Company Inc.. For that purpose, the undersigned hereby constitute and appoint Brookhaven Capital Management, LLC, a California limited liability company, as their true and lawful agent and attorney-in-fact, with full power and authority for and on behalf of the undersigned to prepare or cause to be prepared, sign, file with the SEC and furnish to any other person all certificates, instruments, agreements and documents necessary to comply with section 13(d) and section 16(a) of the Securities Exchange Act of 1934, as amended, in connection with said purchases, and to do and perform every act necessary and proper to be done incident to the exercise of the foregoing power, as fully as the undersigned might or could do if personally present. DATED: November 30, 1999 BROOKHAVEN CAPITAL MANAGEMENT, LLC /s/ Vincent A. Carrino /s/ Vincent A. Carrino By: Vincent A. Carrino Vincent A. Carrino Manager