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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* ----- IMPAC Mortgage Holdings, Inc. ------------------------------------------------------------- (Name of Issuer) Common Stock --------------------------------------------------- (Title of Class of Securities) 452922 10 7 ----------------------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement [_]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *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 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). Page 1 of 3 Pages - ----------------------- --------------------- CUSIP NO. 452922 10 7 13G PAGE 2 OF 3 PAGES - ----------------------- --------------------- - ------------------------------------------------------------------------------ NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Imperial Credit Industries, Inc. 95-4054791 - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 2 (a) [_] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 California - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 2,009,310 SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 6 OWNED BY ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 7 REPORTING 2,009,310 PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 8 - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 2,009,310 - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 10 - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11 8.9% - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON* 12 CO - ------------------------------------------------------------------------------ *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 3 pages Page 3 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 Fee enclosed [_] or Amendment No. 3 Item 1(a) Name of Issuer: IMPAC Mortgage Holdings, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: 20371 Irvine Ave, Santa Ana Heights, CA 92707 Item 2(a) Name of Person(s) Filing: Imperial Credit Industries, Inc. Item 2(b) Address of Principal Business Office: 23550 Hawthorne Blvd., Torrance, CA 90505 Item 2(c) Citizenship: California Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 452922 10 7 Item 3 The person(s) filing is(are): (b) [_] Bank as defined in Section 3(a)(6) of the Act. (e) [_] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940. (g) [_] Parent Holding Company in accordance with Section 240.13d-1(b)(1)(ii)(G). Item 4 Ownership (a) Amount Beneficially Owned: 2,009,310 shares See item 9, pg. 2 and 3 (b) Percent of Class: 8.9% See item 11, pg. 2 and 3 (c) Number of shares as to which such person has: i) sole power to vote or to direct the vote: 2,009,310 See item 5, pg. 2 and 3 ii) shared power to vote or to direct the vote: None iii) sole power to dispose or to direct the disposition of: 2,009,310 See item 7, pg. 2 and 3 iv) shared power to dispose or to direct the disposition of: None - beneficial ownership disclaimed pursuant to Rule 13d-4 Item 5 Ownership of 5% or Less of a Class: N/A Item 6 Ownership of More than 5% on Behalf of Another Person: N/A Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: N/A Item 8 Identification and Classification of Members of the Group: N/A Item 9 Notice of Dissolution of the Group: N/A Item 10 Certification By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such 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. Date: February 13, 1998 Signature: /s/ IRWIN L. GUBMAN ---------------------------------------------- Name/Title: Irwin L. Gubman, General Counsel ----------------------------------------------