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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
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Central Bancorporation, Inc.
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(Name of Issuer)
Common Stock, $2.50 par value
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(Title of Class of Securities)
88268M103
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(CUSIP Number)
Mr. J. Andy Thompson
777 West Rosedale, Fort Worth, TX 76104 817-347-8102
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 28, 1995
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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 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 the statement. [X]
(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 five percent or less 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).
Page 1 of 6 Pages
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CUSIP No.: 88268M103 13D Page 2 of 6 Pages
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1. Name of reporting person: Richard L. Brown
IRS Identification No. of above person: ###-##-####
2. Check the appropriate box if a member of a group: (a) [ ]
(b) [ ]
3. SEC use only
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4. Source of funds: 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: U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. Sole voting power: 650,584
8. Shared voting power: 0
9. Sole dispositive power: 650,584
10. Shared dispositive power: 0
11. Aggregate amount beneficially owned by each reporting person: 650,584
12. Check box if the aggregate amount in Row (11) excludes certain shares: [ ]
13. Percent of class represented by amount in Row (11): 24.86%
14. Type of reporting person: IN
Page 2 of 6 Pages
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CENTRAL BANCORPORATION, INC.
SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER
The class of securities to which this statement relates is the common
stock, par value $2.50 per share (the "Common Stock"), of Central
Bancorporation, Inc., a Texas corporation (the "Issuer"), which has its
principal executive offices located at 777 West Rosedale, Fort Worth,
Texas 76104.
ITEM 2. IDENTITY AND BACKGROUND
(A) Richard L. Brown (the "Reporting Person") is a natural person.
(B) The residence address of the Reporting Person is 4609 Washburn, Fort
Worth, Texas 76107.
(C) The Reporting Person is currently a director of the Issuer, a bank
holding company located at 777 West Rosedale, Fort Worth, Texas
76104. In addition, the Reporting Person is also of counsel to the
law firm of Bishop, Payne, Williams and Werley, L.L.P., located at
500 West Seventh Street, Suite 1800, Fort Worth, Texas 76102.
(D) During the past five years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(E) During the past five years, the Reporting Person has not 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 activity subject to,
federal or state securities laws or finding any violations with
respect to such laws.
(F) The Reporting Person is a resident of the state of Texas and a
citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The event which triggered the filing of this Schedule 13D was the
distribution by Thompson Financial, Ltd. of its shares of the Issuer to
its general partners and limited partners on June 28, 1995. The three
trusts of which the Reporting Person serves as the sole trustee received
a total of 557,916 shares in the distribution.
Page 3 of 6 Pages
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ITEM 4. PURPOSE OF TRANSACTION
The purpose of the acquisition of the Common Stock of the Issuer was for
investment purposes.
(a) The Reporting Person does not have any plans or proposals which relate
to or would result in the acquisition or disposition of any additional
securities of the Issuer, except that the Reporting Person may make
additional purchases or sales of Common Stock in open-market or
privately negotiated purchases.
(b) The Reporting Person does not have any plans or proposals which relate
to or would result in any extraordinary corporate transactions, such as
a merger, reorganization or liquidation, involving the Issuer or any
subsidiary.
(c) The Reporting Person does not have any plans or proposals which relate
to or would result in a sale or transfer of a material amount of assets
of the Issuer or any subsidiary.
(d) The Reporting Person does not have any plans or proposals which relate
to or would result in any change in the present Board of Directors or
management of the Issuer.
(e) The Reporting Person does not have any plans or proposals which relate
to or would result in any material change in the present capitalization
or dividend policy of the Issuer.
(f) The Reporting Person does not have any plans or proposals which relate
to or would result in any material change in the Issuer's business or
corporate structure.
(g) The Reporting Person does not have any plans or proposals which relate
to or would result in changes in the Issuer's charter, bylaws or other
actions which may impede the acquisition or control of the Issuer by any
person.
(h) The Reporting Person does not have any plans or proposals which relate
to or would result in any class of securities of the Issuer to cease to
be authorized to be quoted on an inter-dealer quotation system of a
registered national securities association.
(i) The Reporting Person does not have any plans or proposals which relate
to or would result in a class of equity securities of the Issuer
becoming eligible for termination of registration pursuant to Section
12(g)(4) of the Securities Exchange Act of 1934.
Page 4 of 6 Pages
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(j) The Reporting Person does not have any plans or proposals which relate
to or would result in any action similar to those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Reporting Person beneficially owns 650,584 shares of the class of
securities identified in Item 1, which is 24.86% of such class of
securities.
The Issuer reported on its Form 10-Q for the quarter ending September
30, 1995 that it had 2,616,723 shares of Common Stock outstanding as of
September 30, 1995. The Reporting Person does not have any options or
warrants to purchase shares of Common Stock of the Issuer.
(b) All voting and disposition decisions concerning the Common Stock owned
by the Reporting Person will be made by the Reporting Person.
(c) The Reporting Person has not effected any transactions in shares of
Common Stock of the Issuer within the sixty (60) days prior to the date
of the event requiring the filing of this statement, June 28, 1995.
(d) The Reporting Person does not know of any person who has a right to
receive or the power to direct receipt of dividends or proceeds from the
sale of the securities of the Issuer that are the subject of this
Schedule 13D, other than the beneficiaries of the respective trusts for
which he serves as trustee.
(e) The Reporting Person has not ceased to be subject to the reporting
requirements of Schedule 13D during the period of this statement.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
There are no contracts, arrangements, understandings or relationships
between the Reporting Person and any person with respect to any
securities of the Issuer other than the instruments appointing the
Reporting Person as trustee of the three trusts referred to in Item 3.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
There are no Exhibits required to be filed as part of this Schedule 13D.
Page 5 of 6 Pages
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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: February 13, 1996 /s/ Richard L. Brown
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Richard L. Brown
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