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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Local Financial Corporation
_________________________________________________________________
(Name of Issuer)
Common Stock
_________________________________________________________________
(Title of Class of Securities)
539553305/539553206
_________________________________________________________________
(CUSIP Number)
John M. Stein
507 Carew Tower
441 Vine Street
Cincinnati, Ohio 45202
(513) 241-6166
_________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 28, 1998
_________________________________________________________________
(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 [ ].
*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 disclosures provided in a
prior cover page.
The information required on 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 1 of 4 Pages
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CUSIP No. 539553305/539553206 13D 2 of 4 pages
_________________________________________________________________
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos.
of Above Persons
Financial Stocks, Inc.
85-0366665
_________________________________________________________________
2) Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) [ ]
(b) [x]
_________________________________________________________________
3) SEC Use Only
_________________________________________________________________
4) Source of Funds (See Instructions)
WC
_________________________________________________________________
5) Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
_________________________________________________________________
6) Citizenship or Place of Organization
Ohio
_______________________________________________________________
| | |
| NUMBER OF SHARES | 7) Sole Voting Power 1,842,300 |
| BENEFICIALLY OWNED |_________________________________________|
| BY EACH REPORTING | 8) Shared Voting Power 0 |
| PERSON WITH |_________________________________________|
| | 9) Sole Dispositive Power 1,842,300 |
| |_________________________________________|
| | 10) Shared Dispositive Power 0 |
|_______________________________________________________________|
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,842,300
_________________________________________________________________
12) Check Box if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions) [ ]
_________________________________________________________________
13) Percent of Class Represented by Amount in Row (11)
8.97%
_________________________________________________________________
14) Type of Reporting Person (See Instructions)
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Item 1. Security and Issuer
___________________
This statement relates to the Common Stock ("Common
Stock"), of Local Financial Corporation (the "Issuer"). The name
and address of the principal executive offices of the Issuer are as
follows:
Local Financial Corporation
3601 N.W. 63rd Street
Oklahoma City, Oklahoma 73116
The person filing this statement is Financial Stocks,
Inc., an Ohio corporation ("FSI"). FSI's business address is 507
Carew Tower, 441 Vine Street, Cincinnati, Ohio 45202.
FSI is a registered investment advisor and acts as
general partner of Financial Stocks Limited Partnership ("FSLP"),
Financial Stocks Private Equity Fund 1998 L.P. ("1998 Fund") and
Vine Street Exchange Fund, L.P. ("Vine Street") and as an
investment advisor for Rising Stars Offshore Fund L.P. ("Rising
Stars").
This filing amends the Schedule 13D previously filed by
FSI with respect to the Issuer. Item 5 of such Schedule 13D is
hereby amended as follows:
Item 2. Interest in Securities of the Issuer.
____________________________________
The following table sets forth information with respect
to the shares of Common Stock of which FSI has or shares beneficial
ownership:
Percent of
Record Owner Number of Shares Outstanding
____________ ________________ ___________
FSLP 285,000 (1) 1.4
1998 Fund 1,257,300 (1) 6.1
Vine Street 300,000 (1) 1.5
(1) As general partner of FSLP, 1998 Fund, and Vine Street, FSI
has sole voting power and dispositive power with respect to
these shares.
The following information relates to all transactions
with respect to the Common Stock in which FSI has engaged in the
last 60 days.
On December 4, 1998, FSI sold for the account of Rising
Stars in an open market transaction 15,000 shares of Common Stock
at a price of $8.50 per share.
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On December 28, 1998, FSI purchased for the account of
1998 Fund in a privately negotiated transaction 200,000 shares of
Common Stock at a price of $8.375 per share.
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.
FINANCIAL STOCKS, INC.
December 30, 1998 By: /s/John Stein
__________________ _____________________
Date John Stein, President
