SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 1)(1)
CFS BANCORP, INC.
_____________________________________________________________________________
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
_____________________________________________________________________________
(Title of Class of Securities)
12525D 10 2
_____________________________________________________________________________
(CUSIP Number)
December 31, 1999
_____________________________________________________________________________
(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)
_________________________
(1) 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 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 6 Pages
CUSIP NO. 12525D 10 2 Page 2 of 6 Pages
_____________________ _________________
1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CFS Bancorp, Inc. Employee Stock Ownership Plan Trust
- -----------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
- -----------------------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- -----------------------------------------------------------------------------
- 5. SOLE VOTING POWER
-
- 1,196,240
NUMBER OF - -------------------------------------------------------------
SHARES - 6. SHARED VOTING POWER
BENEFICIALLY -
OWNED BY EACH - 232,060
REPORTING - -------------------------------------------------------------
PERSON WITH - 7. SOLE DISPOSITIVE POWER
-
- 1,196,240
- -------------------------------------------------------------
- 8. SHARED DISPOSITIVE POWER
-
- 232,060
- --------------- -------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,428,300
- -----------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
- -----------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.3%
- -----------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON
EP
CUSIP NO. 12525D 10 2 Page 3 of 6 Pages
_____________________ _________________
ITEM 1(a) NAME OF ISSUER:
CFS Bancorp, Inc.
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
707 Ridge Road
Munster, Indiana 46321
ITEM 2(a) NAME OF PERSON FILING:
CFS Bancorp, Inc. Employee Stock Ownership Plan Trust
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
CFS Bancorp, Inc.
707 Ridge Road
Munster, Indiana 46321
ITEM 2(c) CITIZENSHIP:
United States
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.01 per share
ITEM 2(e) CUSIP NUMBER:
12525D 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 Rule 13d-1(b)(1)(ii)(F).
CUSIP NO. 12525D 10 2 Page 4 of 6 Pages
_____________________ _________________
ITEM 4. OWNERSHIP.
(a) Amount beneficially owned:
1,428,300
(b) Percent of class: 7.3%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 1,196,240
-------------
(ii) Shared power to vote or to direct the vote 232,060
-----------
(iii) Sole power to dispose or to direct the disposition of
1,196,240
---------
(iv) Shared power to dispose or to direct the disposition of
232,060
-------
The CFS Bancorp, Inc. Employee Stock Ownership Plan Trust (the
"Trust") was established pursuant to the CFS Bancorp, Inc.
Employee Stock Ownership Plan ("ESOP"). Under the terms of the
ESOP, the Trustee must vote the allocated shares held in the ESOP
in accordance with the instructions of the participating
employees. Unallocated shares held in the ESOP generally will be
voted by the ESOP Trustee in the same proportion for and against
proposals to shareholders 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.
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.
Dividends on Common Stock allocated to the accounts of
participating employees and their beneficiaries, to the extent
paid in the form of additional securities, are added to their
respective individual accounts. Dividends on Common Stock
allocated to the accounts of participating employees and their
beneficiaries, to the extent paid in cash, are, at the direction
of the Plan Administrator, either (i) credited to the respective
individual accounts, or (ii) used to pay principal and interest
on outstanding indebtedness incurred by the reporting person to
acquire Common Stock.
CUSIP NO. 12525D 10 2 Page 5 of 6 Pages
_____________________ _________________
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.
CUSIP NO. 12525D 10 2 Page 6 of 6 Pages
_____________________ _________________
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having
such 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.
CFS BANCORP, INC.
EMPLOYEE STOCK OWNERSHIP PLAN TRUST
February 10, 2000 By: /s/ James W. Prisby
---------------------------------
James W. Prisby, Trustee
February 9, 2000 By: /s/ John T. Stephens
---------------------------------
John T. Stephens, Trustee
February 9, 2000 By: /s/ Janice S. Dobrinich
--------------------------------
Janice S. Dobrinich, Trustee
