SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13D/A
AMENDMENT NO. 3
Under the Securities Exchange Act of 1934
Southwest Bancorp, Inc.
(Name of Issuer)
Common Stock, par value $1.00 per share
(Title and Class of Securities)
844767103
(Cusip Number)
American Fidelity Assurance Company, 2000 Classen Blvd., Oklahoma City,
Oklahoma 73106, Attn: Stephen P. Garrett, Senior Vice President
(405) 523-5200
Name, Address and Telephone Number of Person Authorized To Receive Notices and
communications)
November 6, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1-(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [ ]. (A
fee is not required only if the reporting 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 less than five percent of such class.
See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1 (a) for other parties to whom copies are
to be sent.
*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
disclosures provided in a prior cover page.
The information required on 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).
SCHEDULE 13D
CUSIP 844767103
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NAME OF REPORTING PERSON
1. American Fidelity Assurance Company
73-0714500
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/ / 2. Check Appropriate Box if a Member of A Group
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3. SEC Use Only
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4. Source of Funds: WC
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5. Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
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6. Citizenship or Place of Organization - Oklahoma
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Number 7. Sole Voting Power: 343,918 shares
of Shares ---------------------------------------------------------
Beneficially
Owned by
Each 8. Shared Voting Power
Reporting ---------------------------------------------------------
Person 9. Sole Dispositive Power: 343,918 shares
With ---------------------------------------------------------
10. Shared Dispositive Power
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
343,918
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/ / 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
9.14%
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14. Type of Reporting Person IC
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Item 1. Security and Issuer
This Amendment No. 3 to Schedule 13D is filed with the Securities and
Exchange Commission by American Fidelity Assurance Company, an Oklahoma
corporation ("AFA"), in respect of its ownership of shares of common stock,
par value of $1.00 per share, of Southwest Bancorp, Inc., 608 South Main
Street, Stillwater, Oklahoma, 74074. This Amendment is filed to report an
increase in shares owned.
Item 2. Identity and Background.
No change.
Item 3. Source and Amount of Funds or Other Consideration
Stock in the issuer was purchased with working capital of AFA.
Item 4. Purpose of Transaction
No change.
Item 5. Interest in Securities of the Issuer.
(a) AFA beneficially owns 343,918 shares of the common stock of the
issuer, which as of November 6, 1996 represented 9.14% of the 3,763,530
shares outstanding of the issuer. No other persons hold a beneficial interest
in the shares of the issuer owned by AFA.
(b) AFA has the sole power to vote or to direct the vote and the sole
power to dispose or to direct the disposition of the shares reported herein.
(c) A list of the transactions in shares of the issuer by AFA that were
effected during the past 60 days by AFA is shown below.
No. of Purchase/ Price Type of
Date Shares Sale Per Share Transaction
- ---- ------ --------- --------- -----------
11/6/96 60,000 Purchase 19.00 Open Market
(d) No other person has the right to receive or the power to direct
the receipt of dividends from or the proceeds from the sale of the shares.
(e) Not applicable
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
No change.
Item 7. Material to be Filed as Exhibits.
None
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: November 6, 1996 AMERICAN FIDELITY ASSURANCE COMPANY
By: JOHN W. REX
John W. Rex, President
