SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.______)*
Old Second Bancorp,Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
680-277-10-0
(CUSIP Number)
Check the following box if a fee is being paid with this statement/X/.
(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).
(Continued on following page(s))
Page 1 of 5 Pages
<PAGE>
CUSIP No. 680-277-10-0 13G Page 2 of 5 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
The Old Second National Bank of Aurora
36-1577458
2 Check the Appropriate Box if a Member of A Group* (a)/_/
(b)/_/
3 SEC USE ONLY
4 Citizenship or Place of Organization
A National Bank Association, organized under the laws of
the United States of America
Number of Shares Beneficially Owned By Each Reporting Person
With
5 Sole Voting Power
184,372
6 Shared Voting Power
None
7 Sole Dispositive Power
133,524
8 Shared Dispositive Power
43,894
9 Aggregate Amount Beneficially Owned By Each Reporting Person
595,102
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares*
11 Percent of Class Represented By Amount In Row 9
20.3%
12 Type of Reporting Person*
BK
Page 2 of 5
<PAGE>
Item 1(a). Name of Issuer
Old Second Bancorp, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices
37 S. River St., Aurora, Il. 60507
Item 2(a). Name of Person Filing
The Old Second National Bank of Aurora
Item 2(b). Address of Principal Business Office
37 S. River St., Aurora, Il. 60507
Item 2(c). Citizenship
A National Banking association organized under
the laws of the United States.
Item 2(d). Title of Class of Securities
Common Stock no par value
Item 2(e). Cusip Number
680 277-10-0
Item 3. Eligibility to File Schedule 13-G
Bank as defined in section 3 (a) (6) of the Act
Item 4. Ownership
(a) Amount Beneficially Owned
595,102
(b) Percent of Class
20.3%
(c) Number of shares as to which such person has
(i) Sole power to vote or to direct the vote -
184,372
(ii) Shared power to vote or to direct the vote
None
Page 3 of 5
<PAGE>
(iii) Sole power to dispose or to direct the
disposition of - 133,524
(iv) Shared power to dispose or to direct the
disposition of 43,894
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.
Genevieve P. Schmitz has the right to receive and
the power to direct the receipts of dividends
and the proceeds of the sale of Old Second
Bancorp, Inc. stock under the J. Carl Schmitz
marital and residual trusts for the benefit of
Genevieve P. Schmitz and James Carl Schmitz which
trust owns 150,410 (5.12%) of the total Old Second
Bancorp, Inc. stock.
A participant of Old Second's Profit Sharing Plan
and Trust can direct the trustee of the Profit
Sharing Plan and Trust to purchase shares of
Old Second Bancorp, Inc. Common Stock. The Plan
owns 251,892 (8.58%) of the total Old Second
Bancorp, Inc. stock.
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 the members
of the group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Page 4 of 5
<PAGE>
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.
After reasonable inquiry and the best of my
knowledge and belief, I certify that the
information set forth in this statement is true,
complete and correct.
-------------------------------------------------
Date
/S/ Ronald J. Carlson
_________________________________________________
Signature
Ronald J. Carlson, Vice President and CFO
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Name/Title
Page 5 of 5
