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. 3)
GS FINANCIAL CORP.
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
(Title of Class of Securities)
362274 10 2
(CUSIP Number)
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
2. CHECK THE APPROPTIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Louisiana
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE VOTING POWER
192,715
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED VOTING POWER
80,400
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE DISPOSITIVE POWER
192,715
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED DISPOSITIVE POWER
80,400
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
273,115
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.31%
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, LA 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, LA 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] An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F)
Item 4. Ownership.
(a) Amount beneficially owned:
273,115
(b) Percent of class: 10.31%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
192,715
(ii) Shared power to vote or to direct the vote
80,400
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CUSIP NO. 362274 10 2 Page 4 of 5 Pages
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(iii) Sole power to dispose or to direct the disposition of
192,715
(iv) Shared power to dispose or to direct the disposition of
80,400
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, 1999, 80,400 shares had
been allocated to participants' accounts and 192,715 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 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.
GS FINANCIAL CORP.
EMPLOYEE STOCK OWNERSHIP PLAN TRUST
February 10, 2000 By: /s/ Bruce A. Scott
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Bruce A. Scott, Trustee
February 10, 2000 By: /s/ Lettie R. Moll
----------------------------
Lettie R. Moll, Trustee
February 10, 2000 By: /s/ Ralph E. Weber
----------------------------
Ralph E. Weber, Trustee
