UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Foundation Bancorp, Inc.
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- ---
(Name of Issuer)
Common shares, no par value
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(Title of Class of Securities)
349912 10 0
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(CUSIP Number)
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* 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).
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| CUSIP No. 349912 10 0 | 13G
----------------------
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Foundation Bancorp, Inc. Employee Stock Ownership Plan
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
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5 SOLE VOTING POWER
-0-
NUMBER OF ----------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED -0-
BY EACH
REPORTING ----------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH
-0-
----------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
37,030
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
37,030
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.0%
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12 TYPE OF REPORTING PERSON*
EP
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| CUSIP No. 349912 10 0 | 13G
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
First Bankers Trust Company, N.A
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- --------------------------------------------------------------------------------
5 SOLE VOTING POWER
25,454
NUMBER OF ----------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED -0-
BY EACH
REPORTING ----------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH
-0-
----------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
37,030
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
37,030
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.0%
- --------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
BK
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Item 1(a). Name of Issuer:
Foundation Bancorp, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
25 Garfield Place
Cincinnati, Ohio 45202
Item 2(a). Name of Persons Filing:
First Bankers Trust Company, N.A.
Foundation Bancorp, Inc. Employee Stock Ownership Plan
Item 2(b). Address of Principal Business Office or, if none, Residence:
First Bankers Trust Company, N.A.
1201 Broadway
Quincy, Illinois 62301
Foundation Bancorp, Inc. Employee Stock Ownership Plan
First Bankers Trust Company, N.A., Trustee
1201 Broadway
Quincy, Illinois 62301
Item 2(c). Citizenship:
First Bankers Trust Company, N.A.
Organized under the laws of the United States
Foundation Bancorp, Inc. Employee Stock Ownership Plan:
Organized in Ohio
Item 2(d). Title and Class of Securities:
Common shares, no par value
Item 2(e). CUSIP Number:
349912 10 0
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ X ] Bank as defined in section 3(a)(19) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of
the Act
(d) [ ] Investment Company registered under section 8 of the
Investment Company Act
(e) [ ] Investment Advisor registered under section 203 of the
Investment Advisers Act of 1940
(f) [ X ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see
[SECTION]240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
[SECTION]240.13d-1(b)(1)(ii)(G)
(h) [ ] Group, in accordance with
[SECTION]240.13d-1(b)(1)(ii)(H)
Item 4. Ownership:
First Bankers Trust Company, N.A.
(a) Amount Beneficially Owned:
37,030
(b) Percent of Class:
8.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
25,454
(ii) shared power to vote or to direct the vote:
-0-
(iii) sole power to dispose or to direct the disposition of:
-0-
(iv) shared power to dispose or to direct the disposition of:
37,030
Foundation Bancorp, Inc. Employee Stock Ownership Plan
(a) Amount Beneficially Owned:
37,030
(b) Percent of Class:
8.0%
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote:
-0-
(ii) shared power to vote or to direct the vote:
-0-
(iii) sole power to dispose or to direct the disposition of:
-0-
(iv) shared power to dispose or to direct the disposition of:
37,030
There are 37,030 common shares owned by the Foundation Bancorp,
Inc. Employee Stock Ownership Plan (the "Plan"). First Bankers
Trust Company, N.A., is the Trustee of the Plan. Under the
terms of the Plan and the Trust Agreement, the Trustee votes all
of the shares allocated to the accounts of participants as
directed by the participants to whose accounts such shares have
been allocated. With respect to unallocated shares or allocated
shares with respect to which no instructions have been received,
the Plan provides that the Trustee shall vote such shares in the
Trustee's discretion. As of December 31, 1997, 11,576 shares
had been allocated to Plan participants.
Although the Trustee has general authority to sell assets,
because the Plan provides that the Trustee is to invest
primarily in shares of the issuer, the authority to dispose of
such shares is limited by the Plan.
Item 5. Ownership of Five Percent or Less of a Class:
Inapplicable
Item 6. Ownership of More Than Five Percent on Behalf of Another Person:
Inapplicable
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
Inapplicable
Item 8. Identification and Classification of Members of the Group:
Inapplicable
Item 9. Notice of Dissolution of Group:
Inapplicable
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 purposes 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.
FIRST BANKERS TRUST COMPANY, N.A.
Date: 2/11/98 By /s/ Carmen Walch
Carmen Walch
Trust Officer
FOUNDATION BANCORP, INC. EMPLOYEE
STOCK OWNERSHIP PLAN
By First Bankers Trust Company, N.A.,
Trustee
Date: 2/11/98 By /s/ Carmen Walch
Carmen Walch
Trust Officer
EXHIBIT A
AGREEMENT FOR JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree that the Schedule 13G being filed with
the Securities and Exchange Commission to report their beneficial ownership
of more than 5% of the common shares of Foundation Bancorp, Inc., an Ohio
corporation, shall be, and is, filed on behalf of each of the undersigned.
FIRST BANKERS TRUST COMPANY, N.A.
Date: 2/11/98 By /s/ Carmen Walch
Carmen Walch
Trust Officer
FOUNDATION BANCORP, INC. EMPLOYEE
STOCK OWNERSHIP PLAN
By First Bankers Trust Company, N.A.,
Trustee
Date: 2/11/98 By /s/ Carmen Walch
Carmen Walch
Trust Officer
