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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)<F*>
Illini Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
451773105
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(CUSIP Number)
Thomas C. Erb, Esq.
Lewis, Rice & Fingersh, L.C.
500 North Broadway, Suite 2000
St. Louis, Missouri 63102
(314) 444-7600
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
January 16, 1999
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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 [].
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.
<F*>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).
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SCHEDULE 13D
CUSIP No. 451773105 Page 2 of 6 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mae H. Noll
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP<F*> (a) []
(b) []
3 SEC USE ONLY
4 SOURCE OF FUNDS<F*>
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
7 SOLE VOTING POWER
NUMBER OF 63,989
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH
63,989
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
63,989
12 CHECK BOX IF THE AGGREGATE AMONT IN ROW (11) EXCLUDES CERTAIN
SHARES<F*> []
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.3%
14 TYPE OF REPORTING PERSON<F*>
IN
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ITEM 4. PURPOSE OF TRANSACTION.
Except as described in the second paragraph of this Item 4, the
Reporting Person does not have any present plans or proposals that
relate to or would result in (i) the acquisition by any person of
additional securities of the Company or the disposition of securities of
the Company; (ii) an extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving the Company or any of
its subsidiaries; (iii) a sale or transfer of a material amount of
assets of the Company or any of its subsidiaries; (iv) any change in the
present Board of Directors or management of the Company, including any
plans or proposals to change the number or term of directors or to fill
any existing vacancies on the Board; (v) any material change in the
present capitalization or dividend policy of the Company; (vi) any other
material change in the Company's business or corporate structure;
(vii) any change in the Company's articles of incorporation, bylaws, or
instruments corresponding thereto or other actions which may impede the
acquisition of control of the company by any person; (viii) causing a
class of securities of the Company to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association; (ix) a class of equity securities of the Company
becoming eligible for termination of registration pursuant to Section
12(g)(4) of the Securities Exchange Act of 1934, as amended; or (x) any
action similar to any of those enumerated above.
By letter dated January 16, 1999 to Thomas A Black, Chairman of
the Board of the Company, Burnard McHone, President and Chief Executive
Officer of the Company and William McCubbin, Secretary of the Company,
Charles H. Delano, III requested that he be nominated for election to
the Board of Directors of the Company at the 1999 Annual Meeting of the
Company's shareholders. Mr. Delano is counsel to the Reporting Person
and had been asked by her to seek a position on the Company's Board. A
copy of Mr. Delano's aforesaid letter is attached as an exhibit to this
filing and is incorporated herein by reference.
The Reporting Person reserves the right to determine in the future
to change the purpose or purposes described above.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
(a) Letter, dated January 16, 1999, to Thomas A Black, Chairman
of the Board of the Company, Burnard McHone, President and
Chief Executive Officer of the Company and William McCubbin,
Secretary of the Company, from Charles H. Delano, III.
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SCHEDULE 13D
CUSIP NO. 451773105
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.
January 28, 1999
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(Date)
/s/ Mae H. Noll
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Mae H. Noll
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[LETTERHEAD OF DELANO LAW OFFICES, P.C.]
January 16, 1999
Mr. Thomas A. Black, Mr. Burnard McHone, Mr. William McCubbin,
Chairman of the Board President and CEO Secretary
Illini Corporation Illini Corporation Illini Corporation
116 East Fourth Street 3800 NW Territory Dr. 1807 Wren Drive
Stonington, IL 62567 Springfield, IL 62707 Springfield, IL 62703
Gentlemen:
With this letter, I request that my name be placed in nomination
for election to the Illini Corporation board of directors at the 1999
annual meeting.
This indication of my interest in serving on Illini Corporation's
board of directors is the result of several factors, to include, but not
necessarily limited to:
A. Mae H. Noll - As you know, I have represented Mae H. Noll in
matters concerning her investment in Illini Corporation.
She has contacted me to request that I serve on the board of
directors to act in the best interests of all shareholders.
As you know, Mrs. Noll is the largest single shareholder of
Illini Corporation.
B. Investment - I am a long time shareholder of Illini
Corporation and its predecessor financial institutions.
Over the last several years, I have become increasingly
concerned about the lack of earnings and erosion of assets
at the institution. Numerous promises and prophecies of
improved performance have been made by management, but have
yet to materialize.
C. Civic Responsibility - Illini Corporation is in a unique
position within the financial community of central Illinois.
Unfortunately, it has not taken advantage of many of the
opportunities to expand and profit by those unique
opportunities. As a member of our community, I feel that I
can be a positive influence within the institution and the
community, which it serves.
Please forward to my office immediately a copy of all pertinent
corporate governance provisions relative to nomination and service as a
director (e.g., articles, bylaws, etc.) and any and all paperwork,
forms, or the like and guidelines and/or time constraints applicable,
required
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Mr. Thomas A. Black
Mr. Burnard McHone
Mr. William McCubbin
January 16, 1999
Page two
To be completed in order to have my name appear on the nominating ballot
of Illini Corporation's 1999 annual meeting
I look forward to receipt of the appropriate materials and
guidelines. A copy of this letter is going to all members of the Board
of Directors with the thought that they should fee free to contact me to
discuss prospective improvements for Illini Corporation in advance of
the election.
Very truly yours,
DELANO LAW OFFICES, P.C.
/s/ Charles H. Delano, III
Charles H. Delano, III
CHD:nr
cc: All Members, Illini Corporation Board of Directors
Mae H. Noll
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