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UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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SCHEDULE
13D
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CUSIP
No. 423498104
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1.
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Names
of Reporting Persons
Steven
B. Gerber
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2.
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC
Use Only
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4.
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Source
of Funds (See Instructions)
PF,
OO
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5.
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Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or
2(e) o
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6.
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Citizenship
or Place of Organization
United
States of America
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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7.
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Sole
Voting Power
148,750
(1)
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8.
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Shared
Voting Power
695,000
(1)
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9.
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Sole
Dispositive Power
148,750
(1)
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10.
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Shared
Dispositive Power
695,000
(1)
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
843,750
(1)
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
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13.
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Percent
of Class Represented by Amount in Row (11)
9.6%
(2)
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14.
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Type
of Reporting Person (See Instructions)
IN
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(1)
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See
Item 5.
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(2)
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The
percents of class reported in this Item 13 and elsewhere in this
Schedule
13D are based on 8,799,955 shares of Common Stock outstanding as
of
November 6, 2007 as reported on the Issuer’s Quarterly Report on Form 10-Q
filed with the Securities and Exchange Commission on November 16,
2007.
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CUSIP
No. 423498104
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1.
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Names
of Reporting Persons
Barbara
Gerber
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2.
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC
Use Only
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4.
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Source
of Funds (See Instructions)
OO
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5.
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Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or
2(e) o
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6.
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Citizenship
or Place of Organization
United
States of America
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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7.
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Sole
Voting Power
0
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8.
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Shared
Voting Power
695,000
(1)
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9.
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Sole
Dispositive Power
0
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10.
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Shared
Dispositive Power
695,000
(1)
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
695,000
(1)
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
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13.
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Percent
of Class Represented by Amount in Row (11)
7.9%
(2)
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14.
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Type
of Reporting Person (See Instructions)
IN
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(1)
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See
Item 5.
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(2)
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The
percents of class reported in this Item 13 and elsewhere in this
Schedule
13D are based on 8,799,955 shares of Common Stock outstanding as
of
November 6, 2007 as reported on the Issuer’s Quarterly Report on Form 10-Q
filed with the Securities and Exchange Commission on November 16,
2007.
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CUSIP
No. 423498104
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1.
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Names
of Reporting Persons
Gerber
Family Trust, dated 12/13/96
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2.
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC
Use Only
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4.
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Source
of Funds (See Instructions)
OO
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5.
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Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or
2(e) o
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6.
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Citizenship
or Place of Organization
United
States of America
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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7.
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Sole
Voting Power
0
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8.
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Shared
Voting Power
695,000
(1)
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9.
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Sole
Dispositive Power
0
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10.
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Shared
Dispositive Power
695,000
(1)
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
695,000
(1)
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o
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13.
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Percent
of Class Represented by Amount in Row (11)
7.9%
(2)
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14.
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Type
of Reporting Person (See Instructions)
OO
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(1)
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See
Item 5.
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(2)
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The
percents of class reported in this Item 13 and elsewhere in this
Schedule
13D are based on 8,799,955 shares of Common Stock outstanding as
of
November 6, 2007 as reported on the Issuer’s Quarterly Report on Form 10-Q
filed with the Securities and Exchange Commission on November 16,
2007.
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Item
1.
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Security
and Issuer
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The
class of equity securities to which this Schedule 13D relates is
the
common stock, no par value per share (the “Common Stock”), of HemaCare
Corporation, a California corporation (the “Issuer”). The principal
executive offices of the Issuer are located at 15350 Sherman Way,
Suite
350, Van Nuys, California, 91406.
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Item
2.
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Identity
and Background
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(a)
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This
Schedule 13D is being filed jointly by Steven B. Gerber and Barbara
Gerber
and the Gerber Family Trust dated 12/13/96 (collectively, the “Reporting
Persons”). Mr. and Mrs. Gerber are the trustees of the Gerber Family Trust
dated 12/13/96. The Reporting Persons are making this single, joint
filing
because they may be deemed to constitute a “group” within the meaning of
Section 13(d)(3) of the Act, although neither the fact of this
filing nor
anything contained herein shall be deemed to be an admission by
the
Reporting Persons that a group exists. The Reporting Persons have
entered
into a Joint Filing Agreement, dated as of March 25, 2008, a copy
of which
is attached hereto as Exhibit
A.
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(b)
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Residence
or business address: c/o HemaCare Corporation, 15350 Sherman Way,
Suite
350, Van Nuys, CA, 91406
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(c)
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Present
Principal Occupation or Employment: Private Investors
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(d)
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Criminal
Conviction: None
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(e)
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Court
or Administrative Proceedings: None
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(f)
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Citizenship:
United States of America
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Item
3.
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Source
and Amount of Funds or Other Consideration
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Personal
funds.
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Item
4.
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Purpose
of Transaction
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State
the purpose or purposes of the acquisition of securities of issuer:
Investment
Describe
any plans or proposals which the reporting persons may have which
relate
to or would result in:
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(a)
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The
acquisition by any person of additional securities of the issuer,
or the
disposition of securities of the issuer;
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(b)
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Any
extraordinary corporate transaction, such as a merger, reorganization
or
liquidation, involving the issuer or any of its subsidiaries;
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(c)
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A
sale or transfer of a material amount of assets of the issuer of
any of
its subsidiaries;
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(d)
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Any
change in the present board of directors or management of the issuer,
including any plans or proposals to change the number or term of
directors
or to fill any existing vacancies on the board;
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(e)
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Any
material change in the present capitalization or dividend policy
of the
issuer;
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(f)
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Any
other material change in the issuer’s business or corporate structure
including but not limited to, if the issuer is a registered closed-end
investment company, any plans or proposals to make any changes
in its
investment policy for which a vote is required by section 13 of
the
Investment Company Act of 1940;
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(g)
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Changes
in the issuer’s charter, by laws or instruments corresponding thereto or
other actions which may impede the acquisition of control of the
issuer by
any person;
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(h)
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Causing
a class of securities of the issuer to be delisted from a national
securities exchange or to cease to be authorized to be quoted in
an
inter-dealer quotation system of a registered national securities
association;
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(i)
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A
class of equity securities of the issuer becoming eligible for
termination
of registration pursuant to Section 12(g)(4) of the Act; or
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(j)
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Any
action similar to any of those enumerated above.
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Whether
the Reporting Persons purchase any additional securities of the
Issuer, or
dispose of any securities of the Issuer, and the amount of any
such
transactions, will depend upon the Reporting Persons’ individual
continuing assessments of pertinent factors, including the availability
of
securities of the Issuer for purchase at particular price levels,
the
Issuer’s and the particular Reporting Person’s business and prospects,
other business investment opportunities available to the particular
Reporting Person, economic conditions, stock market conditions,
money
market conditions, the attitudes and actions of the management
of the
Issuer, the availability and nature of opportunities to dispose
of the
particular Reporting Person’s interest in the Issuer, to realize trading
profits or minimize trading losses, and other plans and requirements
of
the particular Reporting Person. Depending upon its individual
assessments
of these factors from time to time, each Reporting Person may change
its
present intentions as stated above, including determining to acquire
additional securities of the Issuer (by means of open market or
privately
negotiated purchases) or to dispose of some or all of the securities
of
the Issuer held by or under the control of such Reporting Person.
Except
as described herein, at the present time the Reporting Persons
have no
plans or proposals which relate to or would result in any of the
events
described in paragraphs (a) through (j) above. The Reporting Persons,
however, expect to evaluate on an ongoing basis the Issuer’s financial
condition, business, operations and prospects, the market price
of the
Issuer’s Common Stock, conditions in the securities markets generally,
general economic and industry conditions and other factors they
deem
appropriate. Accordingly, the Reporting Persons reserve the right
to
change their plans and intentions at any time, as they deem appropriate,
subject to relevant legal
restrictions.
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Item
5.
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Interest
in Securities of the Issuer
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(a)
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Steven
B. Gerber has the right to acquire an additional 148,750 shares
(representing 1.7% of the outstanding Common Stock) upon the exercise
of
stock options on or before May 26, 2008. The Gerber Family Trust
dated
12/13/96 owns 695,000 shares of the Common Stock of the Issuer
(representing 7.9% of the outstanding Common Stock). Each Reporting
Person
disclaims ownership of all shares of Common Stock in which such
Reporting
Person does not have a pecuniary interest.
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(b)
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As
the trustees of the Gerber Family Trust dated 12/13/96, Steven
B. Gerber
and Barbara Gerber may be deemed to have beneficial ownership of
the
shares of Common Stock owned by that trust. Accordingly, Steven
B. Gerber
has the sole voting and dispositive power with respect to 148,750
shares,
and each of the Reporting Persons may be deemed to have shared
voting and
dispositive power with respect to 695,000 shares.
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(c)
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Transaction
Date
Shares or Units Purchased
(Sold)
Price per Share or Unit
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3/25/08
465,000
$0.29
Purchased
by the Gerber Family Trust dated 12/13/96 from the HemaCare 2004
Stock
Purchase Plan.
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(d)
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Not
applicable.
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(e)
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Not
applicable.
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Item
6.
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Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
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None.
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Item
7.
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Material
to be Filed as Exhibits
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Exhibit
A: Joint Filing Agreement, dated March 25, 2008, among Steven B.
Gerber,
Barbara Gerber and the Gerber Family Trust dated 12/13/96.
Exhibit
24.1: Power of Attorney
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March
27, 2008
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Date
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/s/
Robert S. Chilton, Attorney-in-Fact
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Steven
B. Gerber
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/s/
Robert S. Chilton, Attorney-in-Fact
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Barbara
Gerber
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/s/
Robert S. Chilton, Attorney-in-Fact
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Gerber
Family Trust dated 12/13/96
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(i)
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Each
of them is individually eligible to use the Schedule 13D to which
this
Exhibit is attached, and such Schedule 13D is filed on behalf of
each of
them; and
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(ii)
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Each
of them is responsible for the timely filing of such Schedule 13D
and any
amendments thereto, and for the completeness and accuracy of the
information concerning such person contained therein; but none of
them is
responsible for the completeness or accuracy of the information concerning
the other persons making the filing, unless such person knows or
has
reason to believe that such information is
inaccurate.
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