UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3)*
GSB Financial Corporation
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
0003622631
(CUSIP Number)
RONALD J. GENTILE
President and Chief Operating Officer
Warwick Community Bancorp, Inc.
18 Oakland Avenue
Warwick, NY 10990
(914) 968-2206, ext. 210
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
November 15, 2000
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d- 1(a) for other
parties to whom copies are to be sent.
*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>
SCHEDULE 13D
CUSIP No. 0003622631 Page 2 of 7 Pages
----------------- -- --
------------------------------ -----------------------------------
1 NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Warwick Community Bancorp, Inc.
I.R.S. No. 06-1497903
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Warwick Community Bancorp, Inc. (Delaware)
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY Warwick Community Bancorp, Inc - 0 - 0.00%
OWNED BY
EACH
REPORTING
PERSON
WITH
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8 SHARED VOTING POWER
9 SOLE DISPOSITIVE POWER
Warwick Community Bancorp, Inc - 0 - 0.00%
SHARED DISPOSITIVE POWER
--------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.00%
14 TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
This Amendment No. 3 amends and supplements the Schedule 13D,
dated December 7, 1998, and filed as of that date with the Securities and
Exchange Commission ("Commission"), as amended by Amendment No. 1, dated
February 18, 1999, and Amendment No. 2, dated April 19, 2000, filed as of those
dates with the Commission (together, the "Schedule 13D"). Except as amended by
this Amendment No. 3, there has been no change in the information previously
reported on the Schedule 13D.
ITEM 2. IDENTITY AND BACKGROUND
This Schedule 13D is being filed on behalf of Warwick
Community Bancorp, Inc., a bank holding company organized under the laws of the
State of Delaware ("WCB"). The principal business address of WCB is 18 Oakland
Avenue, Warwick, New York 10990-0591.
The information called for by Item 2 with respect to WCB's
directors and executive officers is set forth in Exhibit A attached hereto and
incorporated herein by reference.
During the last five years, neither WCB nor, to the best of
WCB's knowledge, any of the persons listed in Exhibit A hereto have been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), nor were a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction which resulted in WCB or any of
such persons being subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
ITEM 4. PURPOSE OF TRANSACTION
This Amendment No. 3 is filed to report a decrease in the
beneficial ownership of shares of common stock (the "Shares") of GSB Financial
Corporation (the "Issuer") owned by WCB as a result of the sale of such Shares
by WCB, as set forth below. WCB's beneficial ownership decreased from 167,400
Shares, or 8.44% of the outstanding Shares, to 0 Shares, or 0.00% of the
outstanding Shares.
During the period between the prior amendment to this Schedule
13D and this Amendment No. 3, WCB sold the following Shares in open market
brokerage transactions:
Date of Transaction Number of Shares Price per Share
11/13/00 40,000 $18.50
11/14/00 17,400 $18.25
11/15/00 110,000 $18.25
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) WCB does not beneficially own any Shares. Two of
WCB's directors, Frances M. Gorish and R. Michael Kennedy, respectively own 50
Shares and 1,100 Shares, which Shares were acquired independently of WCB's
acquisition of Shares. WCB, Frances M. Gorish and R. Michael Kennedy are not
acting as a group within the meaning of section 13(d)(3) of the Act.
Page 3 of 7 Pages
<PAGE>
(b) Frances M. Gorish and R. Michael Kennedy have sole
power to dispose or direct the disposition of their respective Shares.
ITEM 7. MATERIAL REQUIRED TO BE FILED AS EXHIBITS
Exhibit A. Information with respect to directors and
executive officers of WCB.
Page 4 of 7 Pages
<PAGE>
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.
November 15, 2000
WARWICK COMMUNITY BANCORP, INC.
By: /s/ Ronald J. Gentile
-----------------------------------------
Ronald J. Gentile
President and Chief Operating Officer
Page 5 of 7 Pages
<PAGE>
ITEM 2: EXHIBIT A
DIRECTORS OF WARWICK COMMUNITY BANCORP, INC.
Timothy A. Dempsey
Chairman of the Board and Chief
Executive Officer
Warwick Community Bancorp, Inc.
* 36 Waterbury Road
Warwick, NY 10990
Citizen - USA
Ronald J. Gentile
President and Chief Operating Officer
Warwick Community Bancorp, Inc.
* 30 Newport Bridge Road
Warwick, NY 10990
Citizen - USA
Frances M. Gorish
Retired
* 24 High View Avenue
Florida, New York 10921
Citizen - USA
R. Michael Kennedy
Real Estate Investment and Management
Kennedy Companies
** P.O. Box 600
Warwick, New York 10990
Citizen - USA
Fred M. Knipp
Retired
* 15 Almond Tree Lane
Warwick, New York 10990
Citizen - USA
Emil R. Krahulik
Attorney at Law
Bonacic, Blustein & Krahulik
** 2 Bank Street
Warwick, New York 10990
Citizen - USA
Thomas F. Lawrence, Jr.
Retired
* 82 Maple Drive
Warwick, New York 10990
Citizen - USA
Henry L. Nielsen, Jr.
President
Nielsen Construction Co., Inc.
** P.O. Box 848
Warwick, New York 10990
Citizen - USA
John W. Sanford III
President
John W. Sanford & Son, Inc.
Insurance Agency
** 68 Main Street
Warwick, New York 10990
Citizen - USA
Robert N. Smith
President
Lazear-Smith Funeral Homes, Inc.
** 17 Oakland Avenue
Warwick, New York 10990
Citizen - USA
John J. McDermott, III
** J.D. Blake Company
263 Route 17K
Newburgh, New York 12552-0273
Citizen - USA
Page 6 of 7 Pages
<PAGE>
ITEM 2: EXHIBIT A
EXECUTIVE OFFICERS OF WARWICK
COMMUNITY BANCORP, INC.
Timothy A. Dempsey Nancy L. Sobotor-Littell
Chairman of the Board and Corporate Secretary
Chief Executive Officer * 76 Maple Avenue
* 36 Waterbury Road Warwick, NY 10990
Warwick, NY 10990 Citizen - USA
Citizen - USA
* Home Address
Ronald J. Gentile ** Business Address
President and Chief Operating Officer
* 30 Newport Bridge Road
Warwick, NY 10990
Citizen - USA
Fred G. Kowal
Executive Vice President
* 15 Rutland Road
Glen Rock, New Jersey 07452
Citizen - USA
Arthur W. Budich
Senior Vice President
* 34 Post Road
Monroe, NY 10950
Citizen - USA
Laurence D. Haggerty
Senior Vice President
* 198 West Shore Trail
Sparta, NJ 07871
Citizen - USA
Donna M. Lyons
Senior Vice President/Auditor
* 2353 Route 44-55
P.O. Box 16
Gardiner, NY 12525
Citizen - USA
Barbara A. Rudy
Senior Vice President
* 23 Olde Wagon Road
Warwick, NY 10990
Citizen - USA
Page 7 of 7 Pages
