SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. 1)
First Mid-Illinois Bancshares, Inc.
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(Name of Issuer)
Common Stock, par value $4.00 per share
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(Title of Class of Securities)
320866 106
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(CUSIP Number)
Charles Albert Adams
1020 North 13th Street
Mattoon, Illinois 61938
(217) 234-8877
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Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 19, 2000
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(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 that is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or
13d-1(g), check the following box [ ].
NOTE. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
Rule 13d-7(b) for other parties to whom copies are to be sent.
Page 1 of 6 Pages
(Continued on following pages)
CUSIP NO. 320866 106 13D Page 2 of 6
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Charles Albert Adams
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF & OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 7 SOLE VOTING POWER
SHARES 146,424 Shares
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 2,136 Shares
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 146,424 Shares
PERSON 10 SHARED DISPOSITIVE POWER
WITH 2,136 Shares
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
148,560 Shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
14 TYPE OF REPORTING PERSON
IN
ITEM 1. SECURITY AND ISSUER.
This statement relates to the common stock, par value $4.00 per
share (the "Common Stock"), of First Mid-Illinois Bancshares, Inc, a
Delaware corporation (the "Company"), whose principal executive
offices are located at 1515 Charleston Avenue, Mattoon, Illinois
61938.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is being filed by Charles A. Adams. Mr. Adams is
a citizen of the United States of America. His principal occupation
is serving as the President of Howell Paving, Inc. His business
address is as follows: Howell Paving, Inc., 1020 North 13th Street,
Mattoon, Illinois 61938.
During the last five years, Mr. Adams (i) has not been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors) and (ii) has not been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction resulting in
a judgment, decree or final order finding any violation with respect
to federal or state securities laws or enjoining future violations of,
or prohibiting or mandating activities subject to, such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Since Mr. Adams's originally filed statement on Schedule 13D on
July 1, 1992, shares of Common Stock for which Mr. Adams is reporting
beneficial ownership herein have been acquired in direct purchases by
Mr. Adams and his spouse, pursuant to the deferral of director fees
under the Company's Deferred Compensation Plan, pursuant to dividend
reinvestment under the Company's Dividend Reinvestment Plan, in the
form of stock options under the Company's Stock Incentive Plan and by
Howell Paving, Inc. (see Item 5 below) upon the conversion of the
Company's Series A Preferred Stock on November 15, 1999. No borrowed
funds were used for any of the above-listed acquisitions.
ITEM 4. PURPOSE OF TRANSACTION.
Purchases of shares of Common Stock by Mr. Adams have been for
investment purposes. Mr. Adams may purchase additional shares from
time to time depending upon price, market conditions, availability of
funds, evaluation of other investment opportunities, and other
factors. Although Mr. Adams has no present intention to sell any
shares, he could determine from time to time, based upon the same
factors listed above for purchases, to sell some or all of the shares
held by him.
Except as set forth above, Mr. Adams does not have any plan or
proposal which relates to any of the following matters:
Page 3 of 6 Pages
(a) The acquisition by any person of additional securities of
the issuer, or the disposition of securities of the issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of the
issuer or of any of its subsidiaries;
(d) Any change in the present board of directors or management
of the issuer, including any plans or proposals to change the number
or term of directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or
dividend policy of the issuer;
(f) Any other material change in the issuer's business or
corporate structure;
(g) Changes in the issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the issuer by any person;
(h) Causing a class of securities of the issuer to be delisted
from a national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association;
(i) A class of equity securities of the issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the
Exchange Act; or
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
(a) & (b) Mr. Adams holds sole voting and investment power over
the following shares of Common Stock: (i) 32,248 shares held
individually; (ii) 9,611 shares held for the account of Mr. Adams
under the Company's Deferred Compensation Plan; and (iii) 104,065
shares held by Howell Paving, Inc., which is a corporation controlled
by Mr. Adams. Mr. Adams is reporting shared voting and investment
power over the 2,136 shares held by his spouse; however, Mr. Adams
disclaims beneficial ownership of these 2,136 shares. Mr. Adams's
beneficial ownership reported herein also includes 500 shares which
Mr. Adams has the right to acquire by exercise of outstanding stock
options under the Company's Stock Incentive Plan. Mr. Adams's total
beneficial ownership amounts to 148,560 shares of Common Stock, or
6.6% of the outstanding shares.
Page 4 of 6 Pages
(c) During the past 60 days, Mr. Adams has effected no
transactions in the Common Stock other than (i) a purchase of 400
shares at $28.375 per share on July 26, 2000, (ii) a purchase of
500 shares at $28.25 per share on September 12, 2000 and (iii) a
purchase of 500 shares at $28.25 per share on September 19, 2000.
(d) Other than the entities described in sub-items (a) & (b)
above, to the knowledge of Mr. Adams, no other person has the right to
receive or the power to direct the receipt of dividends from, or
proceeds from the sale of, the shares of Common Stock beneficially
owned by Mr. Adams.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or
relationships (legal or otherwise) between Mr. Adams and any person
with respect to any securities of the issuer.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
None.
Page 5 of 6 Pages
SIGNATURES
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 19, 2000
/s/ Charles Albert Adams
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Charles Albert Adams
Page 6 of 6 Pages
