UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 1)*
Under the Securities Exchange Act of 1934
Information to be Included in Statements Filed Pursuant
to 240.13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant to 240.13d-2
HEMLOCK FEDERAL FINANCIAL CORP.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
423666106000
(CUSIP Number)
December 31, 1998
(Date of Event Which
Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[ ] Rule 13d-1(b)
[X] 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>
CUSIP NO. 423666106000 13G Page 2 of 8 Pages
1. Name of Reporting Persons / I.R.S. Identification Nos. of Above
Persons (Entities Only)
Tara Enterprises, L.L.C. (36-4168764)
2. Check the appropriate box if a member of a group: (a) [x]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization: Illinois
Number of Shares Beneficially Owned By Each Reporting Person
With:
5. Sole Voting Power: 0
6. Shared Voting Power: 71,400
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 71,400
9. Aggregate Amount Beneficially Owned By Each Reporting Person:
71,400
10. Check box if the aggregate amount in Row (9) excludes certain
shares:
[ ]
11. Percent of Class represented by amount in Row (9):
4.0% (based on 1,794,922 shares outstanding)
12. Type of Reporting Person: OO<PAGE>
CUSIP NO. 423666106000 13G Page 3 of 8 Pages
1. Name of Reporting Persons / I.R.S. Identification Nos. of Above
Persons (Entities Only)
John H. Daly
2. Check the appropriate box if a member of a group: (a) [x]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization:
United States of America
Number of Shares Beneficially Owned By Each Reporting Person
With:
5. Sole Voting Power: 53,050
6. Shared Voting Power: 71,400
7. Sole Dispositive Power: 53,050
8. Shared Dispositive Power: 71,400
9. Aggregate Amount Beneficially Owned By Each Reporting Person:
124,450
10. Check box if the aggregate amount in Row (9) excludes certain
shares:
[ ]
11. Percent of Class represented by amount in Row (9):
6.9%
12. Type of Reporting Person: IN<PAGE>
CUSIP NO. 423666106000 13G Page 4 of 8 Pages
1. Name of Reporting Persons / I.R.S. Identification Nos. of Above
Persons (Entities Only)
Denis J. Daly, Jr.
2. Check the appropriate box if a member of a group: (a) [x]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization:
United States of America
Number of Shares Beneficially Owned By Each Reporting Person
With:
5. Sole Voting Power: 54,250
6. Shared Voting Power: 71,400
7. Sole Dispositive Power: 54,250
8. Shared Dispositive Power: 71,400
9. Aggregate Amount Beneficially Owned By Each Reporting Person:
125,650
10. Check box if the aggregate amount in Row (9) excludes certain
shares:
[ ]
11. Percent of Class represented by amount in Row (9):
7.0%
12. Type of Reporting Person: IN<PAGE>
CUSIP NO. 423666106000 13G Page 5 of 8 Pages
SCHEDULE 13G
ITEM 1. (a) Name of Issuer:
Hemlock Federal Financial Corp.
(b) Address of Issuer's Principal Executive Offices:
5700 West 159th Street
Oak Forest, Illinois 60452
ITEM 2. (a) Name of Person Filing:
(i) Tara Enterprises, L.L.C.
(ii) John H. Daly
(iii) Denis J. Daly, Jr.
(b) Address of Principal Business Office:
900 Jorie Blvd., Suite 218
Oak Brook, Illinois 60523
(c) Citizenship:
(i) Illinois
(ii) United States
(iii) United States
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
423666106000
ITEM 3. If this statement is filed pursuant to Rule 13d-1(b) or 13d-
2(b):
Not Applicable<PAGE>
CUSIP NO. 423666106000 13G Page 6 of 8 Pages
ITEM 4. Ownership
(a) Amount Beneficially Owned:
(i) 71,400
(ii) 124,450
(iii) 125,650
(b) Percent of Class:
(i) 4.0%
(ii) 6.9%
(iii) 7.0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
[a] 0
[b] 53,050
[c] 54,250
(ii) Shared power to vote or to direct the vote
[a] 71,400
[b] 71,400
[c] 71,400
(iii) Sole power to dispose or to direct the
disposition of
[a] 0
[b] 53,050
[c] 54,250
(iv) Shared power to dispose or to direct the
disposition of
[a] 71,400
[b] 71,400
[c] 71,400
ITEM 5. Ownership of Five Percent or Less of a Class
Not Applicable<PAGE>
CUSIP NO. 423666106000 13G Page 7 of 8 Pages
ITEM 6. Ownership of More Than Five Percent on Behalf of Another
Person
John H. Daly and Denis J. Daly, Jr., as the sole members
(50% each) of Tara Enterprises, L.L.C., have the right to
receive or the power to direct the receipt of dividends from
or the proceeds from the sale of the 71,400 shares of Common
Stock held by Tara Enterprises, L.L.C.
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
The persons filing this statement (namely John H. Daly,
Denis J. Daly, Jr. and Tara Enterprises, L.L.C.) may be
deemed to be members of a group. John H. Daly and Denis J.
Daly, Jr., who are brothers, collectively own 100% of the
ownership interests of Tara Enterprises, L.L.C. John H.
Daly, Denis J. Daly, Jr. and Tara Enterprises, L.L.C.
collectively own an aggregate of 178,700 shares (9.96%) of
Common Stock.
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 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 in connection with
or as a participant in any transaction having such purpose
or effect.<PAGE>
CUSIP NO. 423666106000 13G Page 8 of 8 Pages
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 9, 1999 TARA ENTERPRISES, L.L.C.
By /s/ John H. Daly
--------------------------------
John H. Daly, President
/s/ John H. Daly
--------------------------------
John H. Daly
/s/ Denis J. Daly, Jr.
--------------------------------
Denis J. Daly, Jr.
