US BANCORP \DE\
SC 13G/A, 1997-09-10
NATIONAL COMMERCIAL BANKS
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<PAGE>
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549


                                  SCHEDULE 13G



                   Under the Securities Exchange Act of 1934
                               (Amendment No. 1)*


                           Great American Bancorp, Inc.
                      ------------------------------------
                                (Name of Issuer)

                                    Common
                      ------------------------------------
                         (Title of Class of Securities)

                                  38982K-10-7
                                  -----------
                                 (CUSIP Number)


*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 (10-88)

                               Page 1 of 6 pages
<PAGE>
 
 
- -----------------------                                  ---------------------
  CUSIP NO.  38982K-10-7            13G                    PAGE 2 OF 6 PAGES
- -----------------------                                  ---------------------
 
- ------------------------------------------------------------------------------
      NAME OF REPORTING PERSON
 1    S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
      U.S. Bancorp                                                              
      601 2nd Ave. South                                                       
      Minneapolis, MN  55402-4302
- ------------------------------------------------------------------------------
      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 2                                                              (a) [_]
                                                                (b) [_]
                                                 
- ------------------------------------------------------------------------------
      SEC USE ONLY
 3
 

- ------------------------------------------------------------------------------
      CITIZENSHIP OR PLACE OF ORGANIZATION
 4    
      Delaware, U.S.A.             

- ------------------------------------------------------------------------------
                          SOLE VOTING POWER
                     5                                                       
     NUMBER OF                    0
 
      SHARES       -----------------------------------------------------------
                          SHARED VOTING POWER
   BENEFICIALLY      6       
                               179,570/1/
     OWNED BY
                   -----------------------------------------------------------
       EACH               SOLE DISPOSITIVE POWER
                     7       
    REPORTING                     0
 
      PERSON       -----------------------------------------------------------
                          SHARED DISPOSITIVE POWER
       WITH          8       
                               113,566/1/
- ------------------------------------------------------------------------------
      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9                           
                               179,570/1/
- ------------------------------------------------------------------------------
      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10           
                                                                    [_]
 
- ------------------------------------------------------------------------------
      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11           
                                 10.36%                                  

- ------------------------------------------------------------------------------
      TYPE OF REPORTING PERSON*
12           
      H.C.

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

                     *SEE INSTRUCTIONS BEFORE FILLING OUT!

- -------------------------------
1 This number includes 113,566 shares, as of August 31, 1997, held in the
"unallocated account" of the First Federal of Champaign Employee Stock Ownership
Plan and Trust, for which an affiliate of U.S. Bancorp acts as trustee. The
number of "allocated" shares held in such trust (45,139 shares as of August 31,
1997) is not included in this number, based upon our interpretation of SEC staff
no-action letters.

<PAGE>
 

                                                               Page 3 of 6 pages

Item 1
- ------

              a.  Name of Issuer:
                  -------------- 

                  Great American Bancorp, Inc.

              b.  Address of Issuer's Principal Executive Offices:
                  ----------------------------------------------- 

                  Great American Bancorp, Inc.
                  1311 South Neil Street
                  Champaign, IL  61820

Item 2
- ------

              a.  Name of Person Filing:
                  --------------------- 
          
                  U.S. Bancorp
          
              b.  Address of Person's Filing Principal Executive Offices:
                  ------------------------------------------------------ 
          
                  601 2nd Ave South
                  Minneapolis, MN  55402-4302
                  United States
          
              c.  Title of Class of Securities:
                  ---------------------------- 
          
                  COMMON
          
              d.  CUSIP Number:
                  ------------ 
          
                  38982K-10-7

Item 3
- ------

                  The person filing this statement is a:
                  (g) [x] Parent Holding Company

Item 4
- ------

            Ownership:
            --------- 
            a.  Amount beneficially owned:                            179,570/1/
            b.  Percentage of Class:                                      10.36%
            c.  Number of shares as to which such person has:
            
                1. Sole power to vote or direct the vote:                      0
                2. Shared power to vote or direct vote:               179,570/1/
                3. Sole power to dispose or direct the disposition:            0
                4. Shared power to dispose or direct the disposition: 113,566/1/

Item 5
- ------
 
              Ownership of Five Percent or less of Class: ( )
              ------------------------------------------


- --------------
/1/ This number includes 113,566 shares, as of August 31, 1997, held in the
"unallocated account" of the First Federal of Champaign Employee Stock Ownership
Plan and Trust, for which an affiliate of U.S. Bancorp acts as trustee. The
number of "allocated" shares held in such trust (45,139 shares as of August 31,
1997) is not included in this number, based upon our interpretation of SEC staff
no-action letters.
<PAGE>
 

                                                                     Page 4 of 6

Item 6
- ------

              Ownership of More Than Five Percent on Behalf of Another Person:
              ----------------------------------------------------------------

              Other persons have the right to receive or the power to direct the
              receipt of, dividend from, or the proceeds from the sale of, such
              securities. To our knowledge no interest of any such person
              relates to more than 5% of the class.

Item 7
- ------

              Identification and Classification of Members of the Subsidiary
              which Acquired the Security Being Reported on by Parent Holding
              Company

              See Exhibit A

Item 8
- ------

              Identification and Classification of Members of the Group:
              ----------------------------------------------------------

              Not Applicable

Item 9
- ------

              Notice of Dissolution of Group:
              -------------------------------

              Not Applicable

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
purposes or effect.


                                   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.


Dated: September 10, 1997


/s/ Merita Schollmeier
- -------------------------
Merita Schollmeier
Vice President
<PAGE>
 

                                                                     Page 5 of 6


                      SECURITIES AND EXCHANGE COMMISSION
                            Washington D. C. 20549

                                 SCHEDULE 13G
                   Under the Securities Exchange Act of 1934

                                   EXHIBIT A

The Schedule to which this attachment is appended is filed on behalf of the
following subsidiary or subsidiaries listed below, which are classified as banks
for the purposes of 17 CFR 140.13d-1(b)(ii)(B).

 
     U.S. Bank National Association           First Trust National Association
     601 2nd Ave South                        180 East Fifth Street, Suite 200
     Minneapolis, Minnesota 55402-4302        St. Paul, Minnesota 55101
<PAGE>
 

                                                                     Page 6 of 6


                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 SCHEDULE 13G

                            EXHIBIT B - DISCLAIMER


Information on the attached Schedule 13G is provided solely for the purpose of
complying with Section 13(d) and 13(g) of the Securities Exchange Act of 1934
and Regulations promulgated under authority thereof and is not intended as an
admission that U.S. Bancorp or any of its subsidiaries, is a beneficial owner of
the securities described herein for any other purpose (including without
limitation for purposes of the Minnesota Control Share Acquisition Act).


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