<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)<F*>
High Country Bancorp, Inc.
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class of Securities)
42965Q107
--------------------------
(CUSIP Number)
12/31/98
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ X ] Rule 13d-1(b)
[ X ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
[FN]
<F*>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).
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CUSIP No. 42965Q107 Page 2 of 9 Pages
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==============================================================================
1 NAMES OF REPORTING PERSONS/
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Donald Leigh Koch
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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
United States
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5 SOLE VOTING POWER
20,682
NUMBER OF -------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH -------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 130,782
WITH
-------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
130,782<F1>
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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)
9.9%<F2>
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12 TYPE OF REPORTING PERSON
IN
==============================================================================
[FN]
<F1> See Item 4 of this Amendment 1 to Schedule 13G.
<F2> Based upon 1,322,500 shares of Common Stock issued and outstanding as of
December 31, 1998.
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CUSIP No. 42965Q107 Page 3 of 9 Pages
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==============================================================================
1 NAMES OF REPORTING PERSONS/
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Koch Asset Management, L.L.C.
43-1746061
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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
Missouri
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5 SOLE VOTING POWER
0
NUMBER OF -------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH -------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 130,782
WITH
-------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
- ------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
130,782<F1>
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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)
9.9%<F2>
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12 TYPE OF REPORTING PERSON
IA
==============================================================================
[FN]
<F1> See Item 4 of this Amendment 1 to Schedule 13G.
<F2> Based upon 1,322,500 shares of Common Stock issued and outstanding as of
December 31, 1998.
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CUSIP No. 42965Q107 Page 4 of 9 Pages
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ITEM 1. (a) Name of Issuer:
High Country Bancorp, Inc.
(b) Address of Issuer's Principal Executive Offices:
130 West 2nd Street
Salida, Colorado 81201
ITEM 2. DONALD LEIGH KOCH
-----------------
(a) Name of Person Filing:
Donald Leigh Koch
(b) Address of Principal Business Offices or, if none,
Residence:
4 Muirfield Lane
St. Louis, Missouri 63141
(c) Citizenship:
United States
(d) Title of Class of Securities:
Common Stock, $0.01 par value
(e) CUSIP Number:
42965Q107
KOCH ASSET MANAGEMENT, L.L.C.
-----------------------------
(a) Name of Person Filing:
Koch Asset Management, L.L.C.
(b) Address of Principal Business Offices or, if none,
Residence:
1293 Mason Road
Town and Country, Missouri 63131
(c) Citizenship:
Missouri
(d) Title of Class of Securities:
Common Stock, $0.01 par value
(e) CUSIP Number:
42965Q107
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CUSIP No. 42965Q107 Page 5 of 9 Pages
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ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SEC. 240.13D-1(B) OR
SEC.SEC. 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING
IS A:
(a) [ ] Broker or Dealer registered under Section
15 of the Act (15 U.S.C. 78o)
(b) [ ] Bank as defined in Section 3(a)(6) of the
Act (15 U.S.C. 78c)
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act (15 U.S.C. 78c)
(d) [ ] Investment Company registered under
Section 8 of the Investment Company Act
of 1940 (15 U.S.C. 809-8)
(e) [ X ] An investment adviser in accordance with
SEC. 240.13d-1(b)(1)(ii)(E)
(f) [ ] An employee benefit plan or endowment
fund in accordance with
Sec. 240.13d1(b)(1)(ii)(F)
(g) [ ] A parent holding company or control
person, in accordance with
Sec. 240.13d1(b)(ii)(G)
(h) [ ] A savings association as defined in
Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813)
(i) [ ] A church plan that is excluded from the
definition of an investment company under
section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80-a-3)
(j) [ ] Group, in accordance with
Sec. 240.13d1(b)(1)(ii)(J)
Koch Asset Management, L.L.C. is an investment advisor in
accordance with Sec.240.13d-1(b)(1)(ii)(E) and has filed this
Amendment 1 to Schedule 13G pursuant to Sec.240.13d-1(b).
Donald Leigh Koch has filed this Amendment 1 to Schedule 13G
pursuant to Sec.240.13d-1(c).
ITEM 4. OWNERSHIP.
The information in Items 1 and 5-11 on each of the cover pages
of this Amendment 1 to Schedule 13G is hereby incorporated by
reference.
Koch Asset Management, L.L.C. is a registered investment
advisor which furnishes investment advice to individual
clients by exercising trading authority over securities held
in accounts on behalf of such clients (collectively, the
"Managed Portfolios"). In its role as an investment adviser
to the Managed Portfolios, Koch Asset Management, L.L.C. has
sole dispositive power over the Managed Portfolios and, as a
result, may be deemed to be the beneficial owner of shares of
High Country Bancorp, Inc. common stock, $0.01 par value (the
"Common Stock"), held by such Managed Portfolios. However,
Koch Asset Management, L.L.C. does not have the right to vote
or to receive any dividends from, or the proceeds from the
sale of, the Common Stock held in such Managed Portfolios and
disclaims any ownership associated with such rights.
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CUSIP No. 42965Q107 Page 6 of 9 Pages
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Donald Leigh Koch owns 100% of Koch Asset Management, L.L.C.
and serves as the sole Managing Member of such company. Mr.
Koch is filing this joint statement with Koch Asset
Management, L.L.C. as a result of his ownership of and
position in Koch Asset Management, L.L.C., from which Mr. Koch
may be deemed to have the power to exercise any dispositive
power that Koch Asset Management, L.L.C. may have with respect
to the Common Stock held by the Managed Portfolios. In
addition, Mr. Koch, individually, owns and holds voting power
with respect to Managed Portfolios containing approximately
20,682 shares of Common Stock, or 1.6% of the total number of
outstanding shares of Common Stock (the "Koch Shares"). Other
than with respect to the Koch Shares, all shares reported
herein have been acquired by Koch Asset Management,
L.L.C. and Mr. Koch specifically disclaims beneficial ownership
over any shares of Common Stock that he or Koch Asset
Management, L.L.C. may be deemed to beneficially own.
Furthermore, other than with respect to the Koch Shares, Mr.
Koch does not have the right to vote or to receive any dividends
from, or the proceeds from the sale of, the securities held in
the Managed Portfolios and disclaims any ownership associated
with such rights.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities being reported, check the following: / /
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Each client of Koch Asset Management, L.L.C. who owns Common
Stock in a Managed Portfolio has the right to receive
dividends from, or the proceeds from the sale of, the Common
Stock held in his or her Managed Portfolio.
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
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CUSIP No. 42965Q107 Page 7 of 9 Pages
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ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATIONS.
BY KOCH ASSET MANAGEMENT, L.L.C.
--------------------------------
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.
BY DONALD LEIGH KOCH
--------------------
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 and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
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CUSIP No. 42965Q107 Page 8 of 9 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth on this statement is true, complete
and correct.
2/15/99
--------------------------------------
Date
/s/ Donald Leigh Koch
--------------------------------------
Signature
Donald Leigh Koch
--------------------------------------
Name/Title
KOCH ASSET MANAGEMENT, L.L.C.
By: Donald Leigh Koch, Managing Member
2/15/99
--------------------------------------
Date
/s/ Donald Leigh Koch
--------------------------------------
Signature
Donald Leigh Koch, Managing Member
--------------------------------------
Name/Title
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CUSIP No. 42965Q107 Page 9 of 9 Pages
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<TABLE>
EXHIBIT INDEX
<C> <S>
Exhibit 1 Joint Filing Agreement<F*>
<FN>
- -------------------
<F*> previously filed
</TABLE>
