<PAGE> 1
SCHEDULE 13G
OMB APPROVAL
OMB Number: 3235-0145
Expires: August 31, 1999
Estimated average burden
hours per response 14.90
(RULE 13d-102)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c)
and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Chester Bancorp, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------------------------------------
(Title of Class of Securities)
164903106
- --------------------------------------------------------------------------------
(CUSIP Number)
August 1, 1999
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[X] Rule 13d-1(b)
[ ] 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 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> 2
CUSIP NO. 164903106 13G PAGE 2 OF 5 PAGES
- --------------------------------------------------------------------------------
1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(Entities Only)
Gilster-Mary Lee Corporation Employees' Profit Sharing Retirement Plan
& Trust Agreement
- --------------------------------------------------------------------------------
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(See Instructions) (b) [ ]
- --------------------------------------------------------------------------------
3 SEC Use Only
- --------------------------------------------------------------------------------
4 Citizenship or Place of Organization
United States
- --------------------------------------------------------------------------------
Number of
5 Sole Voting Power
Shares 129,900 shares
-----------------------------------------------------
Beneficially 6 Shared Voting Power
None
Owned by -----------------------------------------------------
7 Sole Dispositive Power
Each 129,900 shares
-----------------------------------------------------
Reporting 8 Shared Dispositive Power
Person With None
- --------------------------------------------------------------------------------
9 Aggregate Amount Beneficially Owned by Each Reporting Person
129,900 shares
- --------------------------------------------------------------------------------
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
(See Instructions)
- --------------------------------------------------------------------------------
11 Percent of Class Represented by Amount in Row (9)
9.42%
- --------------------------------------------------------------------------------
12 Type of Reporting Person (See Instructions)
EP
- --------------------------------------------------------------------------------
<PAGE> 3
Page 3 of 5 pages
Item 1(a)
Name of Issuer:
Chester Bancorp, Inc.
Item 1(b)
Address of Issuer's Principal Executive Offices:
1112 State Street, Chester, Illinois 62233
Item 2(a)
Name of Person Filing:
This Statement is being filed by Gilster-Mary Lee Employees' Profit Sharing
Retirement Plan & Trust Agreement which is sometimes referred to as the
"Reporting Person."
Item 2(b)
Address of Principal Business Office or, if none, Residence:
The address of the principal business office of Gilster-Mary Lee Employee Profit
Sharing Plan is 1037 State Street, Chester, IL 62233
Item 2(c)
Citizenship:
See Row 4 of cover page for the Reporting Person.
Item 2(d)
Title of Class of Securities:
Common Stock
Item 2(e)
CUSIP Number:
164903106
Item 3
If this statement is filed pursuant to Sections 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 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.
(e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [X] An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. [ ]
<PAGE> 4
Page 4 of 5 pages
Item 4
Ownership:
The following information with respect to the ownership of Chester Bancorp,
Inc.'s Common Stock by the Reporting Person is provided as of December 31, 1999.
(a) Amount Beneficially Owned:
See Row 9 of cover page for the Reporting Person.
(b) Percent of Class:
See Row 11 of cover page for the Reporting Person.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote See Row 5 of cover page for
the Reporting Person.
(ii) shared power to vote or to direct the vote See Row 6 of cover page for
the Reporting Person.
(iii) sole power to dispose or to direct the disposition of See Row 7 of
cover page for the Reporting Person.
(iv) shared power to dispose or to direct the disposition of See Row 8 of
cover page for each Reporting Person.
Item 5
Ownership of Five Percent or Less of a Class:
Not applicable
Item 6
Ownership of More than Five Percent on Behalf of Another Person:
To the best knowledge of the Reporting Person, no person other than the
Reporting Person has the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the Chester Bancorp, Inc.
Common Stock reported on in this Statement.
Item 7
Identification and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company:
Not applicable
<PAGE> 5
Page 5 of 5 pages
Item 8
Identification and Classification of Members of the Group:
Not applicable
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.
Date: February 8, 2000
GILSTER-MARY LEE EMPLOYEES' PROFIT SHARING RETIREMENT PLAN & TRUST AGREEMENT
By: /s/ Donald E. Welge
----------------------------------------
Donald E. Welge, Trustee
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See ss.240.13d-7
for other parties for whom copies are to be sent.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
