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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
Suburban Bancorp, Inc.
_____________________________________________________________________________
(Name of Issuer)
Class A Common Stock, $1 par value
Class B Common Stock, $1 par value
_____________________________________________________________________________
(Title of Class of Securities)
Class A 864346200
Class B None
_________________________________
(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 (however, see the Notes).
SEC 1745 (2/92) Page 1 of 5 pages
CUSIP No. 864346200
13G
Page 2 of 5 Pages
1
Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
James G. Fitzgerald
2
Check the Appropriate Box if a Member of a Group *
(a)
(b) X
3
SEC Use Only
4
Citizenship or Place of Organization
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
Sole Voting Power
Class A: 42,573
Class B: 178,556
6
Shared Voting Power
Class A: 0
Class B: 0
7
Sole Dispositive Power
Class A: 42,573
Class B: 178,556
8
Shared Dispositive Power
Class A: 0
Class B: 0
9
Aggregate Amount Beneficially Owned by Each Reporting Person
Class A: 42,573
Class B: 178,556
10
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares *
11
Percent of Class Represented by Amount in Row 9
Class A: 1.94%
Class B: 14.21%
12
Type of Reporting Person *
In
Page 2 of 5 Pages
Item 1(a). Name of Issuer:
Suburban Bancorp, Inc.
Item 1(b). Address if Issuer's Principal Executive Offices:
50 North Brockway, Drawer A
Palatine, Illinois 60078-8001
Item 2(a). Name of Person Filing:
James G. Fitzgerald
Item 2(b). Address of Principal Business Office or, if none, Residence:
Suburban Bank of Barrington
333 North Northwest Highway
Barrington, Illinois 60010
Item 2(c). Citizenship:
United States
Item 2(d). Titles of Classes of Securities:
Class A Common Stock, $1 par
Class B Common Stock, $1 par
Item 2(e). CUSIP Number :
Class A: 864346200
Class B: None
Item 3. Not applicable
Item 4. Ownership:*
(a) Amount Beneficially Owned:
(i) Class A 42,573
(ii) Class B 178,556
(b) Percent of Class:
(i) Class A 1.94%
(ii) Class B 14.21%
(c) Number of shares to which such person has:
(i) sole power to vote or direct the vote:**
Class A 42,573
Class B 178,556
(ii) shared power to vote or direct the vote:
Class A None
Class B None
(iii) sole power to dispose or to direct disposition of:**
Class A 42,573
Class B 178,556
(iv) shared power to dispose or to direct the disposition of:
Class A None
Class B None
Note: * The reporting person disclaims beneficial
ownership of shares in the name of his spouse and
held in trusts for his children.
** Includes 10,944 Class A shares and 8,938 Class B
shares owned by his spouse, Jane M. Fitzgerald, and
11,800 Class A shares and 55,826 Class B shares held as
trustee of certain trusts, the beneficiaries of which are
his minor children.
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:
Not Applicable
Item 8. Identification and Classification of Members of the Group:
Not Applicable
Item 9. Notice of Dissolution of the Group:
Not Applicable
Item 10. Certification:
Not applicable
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 8, 1994
(Date)
/s/ James G. Fitzgerald
(Signature)
James G. Fitzgerald
(Name and Title)