CGB&L FINANCIAL GROUP INC
SC 13D, 1998-10-02
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                                    UNITED STATES
                          SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C.  20549

                                     SCHEDULE 13D
                      UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO._______)*

  
                              CGB&L Financial Group, Inc.                     
   ----------------------------------------------------------------------------
                                   (Name of Issuer)

                        Common Stock Par Value, $.01 Per Share                
   ----------------------------------------------------------------------------
                            (Title of Class of Securities)

                                        125270   
   ----------------------------------------------------------------------------
                                    (CUSIP Number)

                                   Noel R. Buckley
                        702 South Madison Street, P.O. Box 464, 
                      Cerro Gordo, Illinois 61818  (217) 763-5881              
   ----------------------------------------------------------------------------
             (Name, Address and Telephone Number of Person Authorized to
                         Receive Notices and Communications)

                                September 22, 1998         
   ----------------------------------------------------------------------------
               (Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13 G to report
the acquisition that is the subjection of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), 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 Section 240.13d-7 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
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).

POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.

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CUSIP No. 125270              

- -------------------------------------------------------------------------------
1.   Name of Reporting Persons.
     I.R.S. Identification Nos. of above persons (entities only).

          Noel R. Buckley
- -------------------------------------------------------------------------------
2.   Check the Appropriate Box if a Member of a Group (See Instructions)

     (a)  N/A                 

     (b)                      
- -------------------------------------------------------------------------------
3.   SEC Use Only                            
- -------------------------------------------------------------------------------
4.   Source of Funds (See Instructions)      PF                                 
- -------------------------------------------------------------------------------
5.   Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
or 2(e) N/A                                                                     
- -------------------------------------------------------------------------------
6.   Citizenship or Place of Organization   US Citizen                          
- -------------------------------------------------------------------------------
Number of      7.   Sole Voting Power         3,325  
Shares Bene-   ----------------------------------------------------------------
ficially by    8.   Shared Voting Power       3,000    
Owned by Each  ----------------------------------------------------------------
Reporting      9.   Sole Dispositive Power    3,325     
Person With    ----------------------------------------------------------------
               10.  Shared Dispositive Power  3,000    
- -------------------------------------------------------------------------------
11.  Aggregate Amount Beneficially Owned by Each Reporting Person    6,325      
- -------------------------------------------------------------------------------
12.  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)   N/A                                                             
- -------------------------------------------------------------------------------
13.  Percent of Class Represented by Amount in Row (11)   6.39                  
- -------------------------------------------------------------------------------
14.  Type of Reporting Person (See Instructions)

                    IN                                                          
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------


                                      1
<PAGE>

ITEM 1.        SECURITY AND ISSUER

This Statement relates to the common stock, $.01 par value per share (the
"Shares") of CGB&L Financial Group, Inc., a Delaware corporation (the
"Company").

ITEM 2.        IDENTITY AND BACKGROUND

(a)  The name of the reporting person is Noel R. Buckley.

(b)  Mr. Buckley resides at 702 South Madison Street, P. O. Box 464, Cerro
     Gordo, Illinois 61818.

(c)  Mr. Buckley is retired.

(d)  During the last five years, Mr. Buckley has not been convicted in a
     criminal proceeding (excluding traffic violations or similar violations).

(e)  During the last five years, Mr. Buckley has not been a party to a civil
     proceeding of a judicial or administrative body of competent jurisdiction.

(f)  Mr. Buckley is a United States citizen.

ITEM 3.   SOURCE AND AMOUNT OF FUNDS AND OTHER CONSIDERATION

The total amount of funds required by the Reporting Person to acquire the Shares
reported in this Schedule 13D was $63,250.  The Reporting Person's personal
assets were the source of such funds and no funds were borrowed for such
purposes.

ITEM 4.   PURPOSE OF THE TRANSACTION

The purpose of the acquisition of the Shares reported in this Schedule 13D by
the Reporting Person is for investment, and the purchase of such Shares by the
Reporting Person was not made for the purpose of acquiring control of the
Company.  The Reporting Person may make further purchases of Shares from time to
time and may dispose of any or all of the Shares held by him at any time.  The
Reporting Person does not have any plans or proposals which related to, or could
result in, any of the matters referred to in paragraphs (b) through (j),
inclusive, of Item 4 of Schedule 13D.  The Reporting Person may, at any time and
from time to time, review or reconsider his position and formulate plans or
proposals with respect thereto, but has no present intention of doing so.

ITEM 5.   INTEREST IN SECURITIES OF THE ISSUER

(a)  Reporting Person is the beneficial owner of 6,325 Shares, or approximately
     6.39% of the 99,000 Shares outstanding.


                                       2
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(b)  The Reporting Person is the direct beneficial owner of 3,325 Shares and has
     the sole power to vote and dispose of such Shares.  Reporting Person's
     wife, Janice Buckley, is the direct beneficial owner of 3,000 Shares.  By
     virtue of her relationship as Reporting Person's spouse, Janice Buckley,
     may be deemed to share with Reporting Person the indirect power to vote and
     dispose of her 3,000 Shares.  Reporting Person disclaims any beneficial
     ownership of the 3,000 Shares directly owned by Janice Buckley.

(c)  Reporting Person and his spouse, Janice Buckley, purchased the Shares on
     September 22, 1998 pursuant to the Company's initial public offering of the
     Shares at a purchase price of $10 per share.

(d)  Not applicable.

(e)  Not applicable.

ITEM 6.   CONTRACTS, ARRANGEMENTS, UNDERSTANDS OR RELATIONSHIPS WITH RESPECT TO
          SECURITIES OF THE ISSUER

Noel R. Buckley and Janice Buckley are husband and wife.

ITEM 7.   MATERIAL TO BE FILED AS EXHIBITS

None.

                                      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 and correct.


Date:                                        
      --------------------------      ----------------------------------
                                              Signature

                                         Noel R. Buckley              
                                      ----------------------------------
                                              Name/Title     



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