PATAPSCO VALLEY BANCSHARES INC
SC 13G, 1999-02-09
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 13d-2(b)
                           (Amendment No. __________)


                        Patapsco Valley Bancshares, Inc.
                                (Name of Issuer)


                                  Common Stock
                         (Title of Class of Securities)


                                    70289P109
                                 (CUSIP Number)


                                December 31, 1998
             (Date of Event Which Requires Filing of this Statement)





Check the  appropriate  box to designate the Rule pursuant to which the Schedule
is filed:

         |_|      Rule 13d-1(b)

         |_|      Rule 13d-1(c)

         |X|      Rule 13d-1(d)


<PAGE>



<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>
- -----------------------------------------------                        ---------------------------------------------------
CUSIP NO.     70289P109                                   13G            Page     2      of      2      Pages
           ---------------                                                     --------      ---------       

- -----------------------------------------------                        ---------------------------------------------------

- -----------------------------------------------------------------------------------------------------------------------------
1.         NAME OF REPORTING PERSONS
           I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
                             John F. Feezer, Jr. and Beulah M. Feezer
- -----------------------------------------------------------------------------------------------------------------------------
2.         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                                        (a) |x|
                                                                                                   (b) |_|

- -----------------------------------------------------------------------------------------------------------------------------
3.         SEC USE ONLY


- -----------------------------------------------------------------------------------------------------------------------------
4.         CITIZENSHIP OR PLACE OF ORGANIZATION

                             United States
- -----------------------------------------------------------------------------------------------------------------------------
NUMBER OF                      5.        SOLE VOTING POWER                              87,247.26
SHARES     
BENEFICIALLY                 ------------------------------------------------------------------------------------------------
OWNED BY                       6.        SHARED VOTING POWER                             2,327.96
EACH
REPORTING                    ------------------------------------------------------------------------------------------------
PERSON WITH                    7.        SOLE DISPOSITIVE POWER                         87,247.26

                             ------------------------------------------------------------------------------------------------
                               8.        SHARED DISPOSITIVE POWER                        2,327.96

- -----------------------------------------------------------------------------------------------------------------------------
9.         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
           PERSON            89,575.22

- -----------------------------------------------------------------------------------------------------------------------------
10.        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
           CERTAIN SHARES*                                                                         |_|

- -----------------------------------------------------------------------------------------------------------------------------
11.        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
                             6.6%

- -----------------------------------------------------------------------------------------------------------------------------
12.        TYPE OF REPORTING PERSON*
                             IN

- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>



<PAGE>




         Item 1(a).        Name of Issuer:

                           Patapsco Valley Bancshares, Inc.               

         Item 1(b).        Address of Issuer's Principal Executive Offices:
                           8593 Baltimore National Pike
                           Ellicott City, MD  21043                         

         Item 2(a).        Name of Person Filing:

                           John F. Feezer, Jr. and Beulah M. Feezer       

         Item 2(b).        Address of Principal Business  Office  or,  if  None,
                           Residence:

                           11670 Marriottsville Road, Marriottsville, MD  21104

         Item 2(c).        Citizenship:

                           United States                             

         Item 2(d).        Title of Class of Securities:

                           Common Stock                                  

         Item 2(e).        CUSIP Number

                           70289P109                                       

         Item 3.           If   this   statement  is  filed  pursuant  to  Rules
                           13d-1(b),  or  13d-2(b),  check  whether  the  person
                           filing is a:

                           (a) |_| Broker or dealer  registered under Section 15
                                   of the Act,

                           (b) |_| Bank as  defined  in  Section  3(a)(6) of the
                                   Act,

                           (c) |_| Insurance  Company  as  defined  in   Section
                                   3(a)(19) of the Act,

                           (d) |_| Investment Company registered under Section 8
                                   of the Investment Company Act.

                           (e) |_| Investment  Adviser registered  under Section
                                   203 of the  Investment  Advisers Act of 1940,
                                 



<PAGE>



                           (f) |_| Employee  Benefit  Plan,  Pension  Fund which
                                   is subject to the  provisions of the Employee
                                   Retirement  Income  Security Act of 1974 1974
                                   or Endowment Fund; see 13d-1(b)(1)(ii)(F),

                           (g) |_| Parent  Holding  Company,  in accordance with
                                   Rule 13d- 1(b)(ii)(G); see Item 7,

                           (h) |_| Group,     in     accordance     with    Rule
                                   13d-1(b)(1)(ii)(H).

         Item 4.  Ownership.

                  If the  percent of the class  owned,  as of December 31 of the
         year  covered  by the  statement,  or as of the last  day of any  month
         described in Rule  13d-1(b)(2),  if  applicable,  exceeds five percent,
         provide the following  information  as of that date and identify  those
         shares which there is a right to acquire.

                  (a) Amount beneficially owned:

                         89,575.22                                            

                  (b) Percent of class:

                         6.6%                                            

                  (c) Number of shares as to which such person has:

                      (i)   Sole power to vote or to direct the vote   87,247.26

                      (ii)  Shared power to vote or to direct the vote  2,327.96

                      (iii) Sole  power   to   dispose   or   to   direct    the
                            disposition of 87,247.26

                      (iv)  Shared power to dispose or to direct the disposition
                            of 2327.96

                  Instruction.   For  computations  regarding  securities  which
         represent  a  right  to  acquire  an  underlying  security,   see  Rule
         13d-3(d)(1).

         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,  check the
         following [ ].

                  Instruction.  Dissolution  of a group  requires a response  to
         this item.



<PAGE>



         Item 6.  Ownership  of More than  Five  Percent on  Behalf  of  Another
                  Person.

                  If any other  person is known to have the right to  receive or
         the power to direct the receipt of dividends from, or the proceeds from
         the sale of,  such  securities,  a statement  to that effect  should be
         included in response to this item and, if such interest relates to more
         than five percent of the class,  such person  should be  identified.  A
         listing of the shareholders of an investment  company  registered under
         the Investment  Company Act of 1940 or the beneficiaries of an employee
         benefit plan, pension fund or endowment fund is not required.

         Item 7.  Identification  and  Classification  of  the  Subsidiary Which
                  Acquired the Security  Being Reported on by the Parent Holding
                  Company.

                  If a parent holding company has filed this schedule,  pursuant
         to Rule 13d-  1(b)(ii)(G),  so  indicate  under Item 3(g) and attach an
         exhibit  stating  the  identify  and the Item 3  classification  of the
         relevant  subsidiary.  If a  parent  holding  company  has  filed  this
         schedule  pursuant  to Rule  13d-1(c),  attach an exhibit  stating  the
         identification of the relevant subsidiary.

         Item 8.  Identification and Classification of Members of the Group.

                  If  a  group  has  filed  this   schedule   pursuant  to  Rule
         13d-1(b)(ii)(H),  so  indicate  under  Item 3(h) and  attach an exhibit
         stating the  identify and Item 3  classification  of each member of the
         group.  If a group has filed this schedule  pursuant to Rule 13d- 1(c),
         attach an exhibit stating the identify of each member of the group.

         Item 9.  Notice of Dissolution of Group.

                  Notice  of  dissolution  of a  group  may be  furnished  as an
         exhibit  stating  the date of the  dissolution  and  that  all  further
         filings with respect to transactions  in the security  reported on will
         be filed,  if required,  by members of the group,  in their  individual
         capacity. See Item 5.

         Item 10. Certification.

                  The following certification shall be included if the statement
         is filed pursuant to Rule 13d-1(b):

                  "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 that purpose or effect."




<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.



                                                     February 4, 1999    
                                                         (Date)


                                                   /s/Beulah M. Feezer
                                                   /s/John F. Feezer, Jr.
                                                       (Signature)


                                      John F. Feezer, Jr. and Beulah M. Feezer 
                                                       (Name/Title)


         The original  statement  shall be signed by each person on whose behalf
the  statement is filed or his  authorized  representative.  If the statement is
signed on behalf of a person by his  authorized  representative  (other  than an
executive  officer or general  partner of the filing  person),  evidence  of the
representative's  authority to sign on behalf of such person shall be filed with
the  statement,  provided,  however,  that a power of attorney  for this purpose
which is already on file with the Commission may be  incorporated  by reference.
The name and any title of each person who signs the statement  shall be typed or
printed beneath his signature.

         Note. Six copies of this statement,  including all exhibits,  should be
filed with the Commission.

         Attention.  Intentional  misstatements  or omissions of fact constitute
federal criminal violations (see 18 U.S.C. 1001).







F7059.600 R:3



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