SCHEDULE 13 D
CUSIP No. 92705110200 Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
John Sheldon Clark
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
NO GROUP
3 SEC USE ONLY
4 SOURCE OF FUNDS*: PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS 18 REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e):
NO CHECK
6 CITIZENSHIP OR PLACE OF ORGANIZATION: United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7 SOLE VOTING POWER: 100,110 shares
8 SHARED VOTING POWER: NONE
9 SOLE DISPOSITIVE POWER: 100,110 shares
10 SHARED DISPOSITIVE POWER: NONE
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
100,110 shares
12 CHECK BOX if THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
NONE
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.0%
14 TYPE OF REPORTING PERSON*
IN
Page 3 of 5 pages.
Item 1. Security and Issuer.
The title of the class of equity securities to which
this statement relates is Common stock of Village Bancorp, Inc.
(the Company). The address of the principal executive office of
the Company is 25 Prospect Street, Ridgefield, Connecticut
06877.
Item 2. Identity and Background.
The name, address and background of the Person filing
this statement is as follows:
(a) John Sheldon Clark
(b) Residence address: 6102 East Mockingbird,
#622, Dallas, Texas 75214
(c) Office address: 430 Park Avenue, Suite 1800,
New York, NY 10022
(d) Present principal occupation:
individual investor.
(e) Report Person, during the last five years, has
not been convicted in a criminal Proceeding (excluding traffic
violations or similar misdemeanors), nor been a party to a civil
proceeding of a Judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) The reporting person is a citizen of the United
States.
Item 3. Source and Amount of Funds or Other Consideration.
The source of funds used or to be used in making
purchases of securities is personal funds of John Sheldon Clark and
personal funds of his wife, Marguerite J. Clark, and Trust funds;
no part of the consideration obtained for the purpose of acquiring,
holding, trading or voting the securities is or will be borrowed.
The total consideration for the 38,192 shares acquired personally
to date by Mr. Clark is $376,679.70. To date, personal funds of
Marguerite J. Clark were used to purchase 14,000 shares, Trust
funds in the two Trusts under the Will of Charles M. Clark, Jr.
were used to acquire 47,918 shares.
Page 4 of 5 pages.
Item 4. Purpose of Transaction.
The acquisition of Common Stock to which this statement
relates has been made for investment. Mr. Clark will
continuously evaluate the business, financial conditions and
prospects of the Company, as well as conditions in the economy
and the banking industry in general, with a view toward
determining whether to hold, decrease or add to his investment in
Common Stock.
Item 5. Interest in Securities of the Issuer.
The Company has reported 1,908,634 shares issued and
outstanding for the period ended December 31, 1997.
(a) (1) Mr. Clark personally owns 38,192 shares of
Common Stock.
(a) (2) Mr. Clark is Trustee of two Trusts entitled
"Trust under the Will of Charles M. Clark, Jr." and said Trusts own
47,918 shares of Common Stock. As Trustee, he is empowered to buy
and sell shares for these Trusts and to vote said shares. However,
Mr. Clark does not own the shares; the Trusts own the shares.
(a) (3) Mrs. Marguerite J. Clark personally owns 14,000
shares of Common Stock. Mr. Clark is the husband of Mrs. Clark and
has a beneficial interest in Mrs. Clark's 14,000 shares.
(b) Therefore, Mr. Clark is empowered to vote 100,110
shares.
(c) During the 60 days preceding the filing of this
report:
(1) Mr. Clark purchased in his own name:
02/04/98 5,000 shs. $19.50 per sh.
(d) No person other than John Sheldon Clark, Mrs.
Marguerite J. Clark and the two Trusts identified above has any
right to receive nor the power to direct the receipt of dividends
from or the proceeds from the sale of the shares of the Common
Stock beneficially owned by Mr. Clark,
(e) Not applicable.
Page 5 of 5 pages.
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. Clark and any
person with respect to any securities of the Company.
Item 7. Material to be Filed as Exhibits.
No exhibits.
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 and correct.
____________________ ________________________________
Date John Sheldon Clark
