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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __)*
GS FINANCIAL CORP.
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(Name of Issuer)
Common Stock, Par Value $.01 Per Share
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(Title of Class of Securities)
362274 10 2
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(CUSIP Number)
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Page 1 of 5 Pages
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CUSIP NO. 362274 10 2 Page 2 of 5 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GS Financial Corp. Employee Stock Ownership Plan
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Louisiana
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5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE VOTING POWER
251,615
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6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED VOTING POWER
23,465
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7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE DISPOSITIVE POWER
251,615
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8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED DISPOSITIVE POWER
23,465
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
275,080
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
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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. 362274 10 2 Page 3 of 5 Pages
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Item 1(a) Name of Issuer:
GS Financial Corp.
Item 1(b) Address of Issuer's Principal Executive Offices:
3798 Veterans Memorial Boulevard
Metairie, Louisiana 70002
Item 2(a) Name of Person Filing:
GS Financial Corp. Employee Stock Ownership Plan.
Item 2(b) Address of Principal Business Office or, if None, Residence:
GS Financial Corp.
3798 Veterans Memorial Boulevard
Metairie, Louisiana 70002
Item 2(c) Citizenship:
Louisiana
Item 2(d) Title of Class of Securities:
Common Stock, par value $.01 per share
Item 2(e) CUSIP Number:
362274 10 2
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(f) [X] Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee Retirement
Income Security Act of 1974.
Item 4. Ownership.
(a) Amount beneficially owned:
275,080
(b) Percent of class: 8.0%
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CUSIP NO. 362274 10 2 Page 4 of 5 pages
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(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 251,615
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(ii) Shared power to vote or to direct the vote 23,465
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(iii) Sole power to dispose or to direct the disposition of
251,615
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(iv) Shared power to dispose or to direct the disposition
of 23,465
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The GS Financial Corp. Employee Stock Ownership Plan Trust
("Trust") was established pursuant to the GS Financial Corp.
Employee Stock Ownership Plan ("ESOP"). Under the terms of
the ESOP, the Trustees will generally vote the allocated
shares held in the ESOP in accordance with the instructions
of the participating employees. Unallocated shares held in
the ESOP will generally be voted by the ESOP Trustees in the
same proportion for and against proposals to stockholders as
the ESOP participants and beneficiaries actually vote shares
of Common Stock allocated to their individual accounts,
subject in each case to the fiduciary duties of the ESOP
trustees and applicable law. Any allocated shares which
either abstain on the proposal or are not voted will be
disregarded in determining the percentage of stock voted for
and against each proposal by the participants and
beneficiaries. As of December 31, 1997, 23,465 shares had
been allocated to participants' accounts and 251,615 shares
were unallocated.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable since the reporting entity owns more than 5%
of the class.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Participants in the ESOP are entitled to receive dividends
on, and the proceeds from, the sale of the shares allocated
to their accounts. The ESOP does not own more than 5% on
behalf of another person.
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.
Not applicable since the reporting entity is not a member of
a group.
Item 9. Notice of Dissolution of Group.
Not applicable since the reporting entity is not a member of
a group.
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CUSIP NO. 362274 10 2 Page 5 of 5 Pages
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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.
GS FINANCIAL CORP.
EMPLOYEE STOCK OWNERSHIP PLAN TRUST
February 9, 1998 By: /s/ Bruce Scott
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Bruce Scott, Trustee
February 9, 1998 By: /s/ Ralph Weber
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Ralph Weber, Trustee
February 9, 1998 By: /s/ Lettie R. Moll
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Lettie R. Moll, Trustee
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