FIFTH THIRD BANCORP
SC 13G, 1999-02-12
STATE COMMERCIAL BANKS
Previous: FIFTH THIRD BANCORP, SC 13G/A, 1999-02-12
Next: FIFTH THIRD BANCORP, SC 13G, 1999-02-12



<PAGE>   1
<TABLE>
<S>                    <C>                                      <C>
                                  UNITED STATES                 OMB APPROVAL
                       SECURITIES AND EXCHANGE COMMISSION       ---------------------------
                             Washington, D.C. 20549             OMB Number: 3235-0145
                                                                Expires: October 31, 1994
                                                                Estimated average burden
                                                                hours per response... 14.90
</TABLE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G


                    Under the Securities Exchange Act of 1934

                                (Amendment No. )*

                          Glenway Financial Corporation
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                        Common Shares, Without Par Value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)



                                    379176100
- --------------------------------------------------------------------------------
                                 (CUSIP Number)



Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).

*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).






SEC 1745 (2/92)                                   Page 1 of 5 pages


<PAGE>   2




- -----------------------                                    ---------------------
CUSIP NO. 379176100                    13G                 Page  2  of  5  Pages
         ----------                                            ----    ----
- -----------------------                                    ---------------------


- ---------- ---------------------------------------------------------------------
   1       NAME OF REPORTING PERSON
           S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

                     Fifth Third Bancorp
                       31-0854434
- ---------- ---------------------------------------------------------------------
   2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                      (a)  [X]

                                                                      (b)  [ ]
- ---------- ---------------------------------------------------------------------
   3       SEC USE ONLY

                                                                                
- ---------- ---------------------------------------------------------------------
   4       CITIZENSHIP OR PLACE OF ORGANIZATION                                 
                                                                                
                     Ohio corporation                                           
- --------------------------------------------------------------------------------
                     5    SOLE VOTING POWER                                     
    NUMBER OF                                                                   
      SHARES                        138,169                                     
   BENEFICIALLY   ------- ------------------------------------------------------
     OWNED BY        6    SHARED VOTING POWER                                   
       EACH                                                                     
    REPORTING                       0                                           
      PERSON      ------- ------------------------------------------------------
       WITH          7    SOLE DISPOSITIVE POWER                                
                                                                                
                                    117,823                                     
                  ------- ------------------------------------------------------
                     8    SHARED DISPOSITIVE POWER                              
                                                                                
                                    6,614                      
- ---------- ---------------------------------------------------------------------
    9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                               138,169
- ---------- ---------------------------------------------------------------------
   10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

                              NOT APPLICABLE
- ---------- ---------------------------------------------------------------------
   11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                               6.03%
- ---------- ---------------------------------------------------------------------
   12      TYPE OF REPORTING PERSON*

                               HC
- ---------- ---------------------------------------------------------------------






                      *SEE INSTRUCTION BEFORE FILLING OUT!


                                Page 2 of 5 pages
<PAGE>   3








Glenway Financial Corporation                                        Page 3 of 5
379176100

Item 1 (a)                 Name of Issuer:

                           Glenway Financial Corporation

Item 1 (b)                 Address of Issuer's Principal Executive Office:

                           5535 Glenway Avenue
                           Cincinnati, Ohio  45238


Item 2 (a) - (c) Names, Addresses & Citizenship of Persons Filing:

                           Fifth Third Bancorp
                           38 Fountain Square Plaza
                           Cincinnati, Ohio  45263


Item 2 (d)                 Title of Class of Securities:

                           Common Shares, without par value

Item 2 (e)                 CUSIP Number:

                           379176100

Item 3                     Fifth Third Bancorp is filing as a parent holding
                           company in accordance with Section 240.13 (d-1) (b)
                           (ii) (G) of the Exchange Act Rules.

Item 4                     Ownership:

                           This report relates to beneficial holdings by Fifth
                           Third Bancorp, through several of its banking
                           subsidiaries, of an aggregate of 138,169 outstanding
                           shares of the Common Stock of Glenway Financial
                           Corporation, no par value.

                           The following tabulations set forth the shares with
                           respect of which voting rights are held or shared and
                           those shares to which there is the power of disposal.

(a)               Amount Beneficially Owned:

                  Fifth Third Bancorp, through fiduciary accounts held in its
                  banking subsidiaries, has neither voting power nor dispositive
                  power with respect to 14,038 shares and are not deemed to be
                  beneficially owned.

                  The following are held in fiduciary accounts in Bancorp's
                  banking subsidiaries and are deemed to be beneficially owned:


<PAGE>   4





Glenway Financial Corporation                                        Page 4 of 5
379176100
<TABLE>
<CAPTION>

                  Powers:                                     No. of Shares

<S>                                                           <C>    
                  Full voting; full dispositive               117,823
                  Full voting; shared dispositive             6,614
                  Full voting; no dispositive                 13,732
                  Shared voting; full dispositive             0
                  Shared voting; shared dispositive           0
                  Shared voting; no dispositive               0
                  No voting; full dispositive                 0
                  No voting; shared dispositive               0
                  No voting; no dispositive                   14,038
</TABLE>
         (b)      Percentage of Class:

                  Fifth Third Bancorp has aggregate beneficial ownership of
                  6.03%.

         (c)      Number of Shares as to which such Person has:

                  (i)      Sole Power to Vote or to Direct
                           the Vote                                    138,169

                  (ii)     Shared Power to Vote or to Direct
                           the Vote                                    0

                  (iii)    Sole Power to Dispose or to Direct
                           the Disposition of                          117,823

                  (iv)     Shared Power to Dispose or to Direct
                           the disposition of                          6,614

Item 5                     Ownership of Five Percent or Less
                           of a Class.

                           Not Applicable

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

                           Not Applicable

Item 7                     Identification and Classification of the Subsidiary
                           which acquired the Security being Reported on by the
                           Parent Holding Company.

                           Fifth Third Bancorp,  as parent holding company of 
the banking subsidiaries listed below, has filed this schedule. The subsidiaries
are filing in accordance with Section 240.13 (d-1)(b) (ii) (G) of the Exchange
Act Rules, none of which hold more than 5% of the outstanding stock of the
Issuer.
<TABLE>
<CAPTION>

         List of Banking Subsidiaries                Federal Tax ID Number      Item 3 Classification
         ----------------------------                ---------------------      ---------------------
<S>                                                  <C>                                <C>  
         Fifth Third Bank                            31-0854433                         BK
         Fifth Third Bank of Columbus                31-1137357                         BK
         Fifth Third Bank of Northwestern Ohio       34-4208980                         BK
         Fifth Third Trust Co. & Savings Bank, FSB   59-3085783                         BK
         Fifth Third Bank of Northern Kentucky       61-0335110                         BK

</TABLE>



<PAGE>   5



Glenway Financial Corporation                                        Page 5 of 5
379176100
<TABLE>
<S>                                                  <C>                               <C>  
         Fifth Third Bank of Central Indiana         35-0545660                         BK
         Fifth Third Bank of Western Ohio            31-0676865                         BK
         Fifth Third Bank of Kentucky, Inc.          61-0290030                         BK
         Fifth Third Bank of Northeastern Ohio       34-1796329                         BK
</TABLE>



Items 8-9         Not Applicable


Item 10           Certification

                  By signing below the undersigned certifies that, to the best
of his 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 purposes or effect.

                  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 10, 1999
- -----------------
Date

THE FIFTH THIRD BANCORP



By:     MICHAEL K. KEATING
   --------------------------


Name:  Michael K. Keating
    -------------------------
Title: Secretary



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission