SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________________________________________________________
SCHEDULE 13G
Information Statement pursuant to Rule 13d-1 and 13d-2
(AMENDMENT NO. 2)
Liberty Bancorp, Inc.
______________________________________________
(NAME OF ISSUER)
COMMON STOCK
______________________________________________
(TITLE OF CLASS OF SECURITIES)
066 488 40 4
______________________________________________
(CUSIP NUMBER)
_______________________________________________________________________________
Check the following box if a fee is being paid with this statement: ___: (A fee
is not required only if the filing 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).
* 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 the
disclosures provided in a prior cover page.
The information required in 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).
1. NAME OF REPORTING PERSON
Liberty Bancorp, Inc. Profit Sharing, Salary Deferral and Employee Stock
Ownership Plan and Trust
S.S. OR I.R.S. 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. CITIZENSHIP OR PLACE OF ORGANIZATION
Express Trust
- -------------------------------------------------------------------------------
NUMBER OF 5. SOLE VOTING POWER 71,174
SHARES
BENEFICIALLY ---------------------------------------------------
OWNED 6. SHARED VOTING POWER - 0 -
AS OF
December 31, 1996 ---------------------------------------------------
BY EACH 7. SOLE DISPOSITIVE POWER 71,174
REPORTING
PERSON ---------------------------------------------------
WITH 8. SHARED DISPOSITIVE POWER 487,529
- -------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
558,703
(Not to be construed as an admission of beneficial ownership)
- -------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
[ ]
- -------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.9%
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12. TYPE OF REPORTING PERSON *
EP
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Item 1 (a) Name of Issuer:
---------------
Liberty Bancorp, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
------------------------------------------------
Liberty Tower
100 North Broadway
Oklahoma City, Oklahoma 73102
Item 2 (a) Name of Person Filing:
----------------------
Liberty Bancorp, Inc. Profit sharing,
Salary Deferral and Employee Stock
Ownership Plan and Trust ("ESOP")
Item 2 (b) Address of Principal Business Office:
-------------------------------------
Liberty Tower
100 North Broadway
Oklahoma City, Oklahoma 73102
Item 2 (c) Citizenship:
------------
Express Trust
Item 2 (d) Title of Class of Securities:
-----------------------------
Common Stock, par value $.10
Item 2 (e) CUSIP Number:
-------------
066 488 04 4
Item 3 Type of Reporting Person:
-------------------------
Employee Benefit Plan, or Pension Fund which is subject to the
provisions of ERISA or Endowment Fund.
Item 4 Ownership as of December 31, 1996:
----------------------------------
(a) Amount Beneficially Owned:
--------------------------
558,703 shares
(b) Percent of Class:
-----------------
5.9%
(c) Number of shares as to which such person has:
---------------------------------------------
(i) sole power to vote or to direct the vote 71,174
(ii) shared power to vote or to direct the vote - 0 -
(iii) sole power to dispose or to direct the disposition of 71,174
(iv) shared power to dispose or to direct the disposition of 487,529
Item 5 Ownership of Five Percent or Less of a Class:
---------------------------------------------
Not Applicable
Item 6 Ownership of More than Five Percent on behalf of Another Person:
----------------------------------------------------------------
Participants in the ESOP have the right to direct the receipt of
dividends from, and all proceeds of sale of, shares of Common
Stock which have been allocated to their account under any of the
incentive features of the ESOP. As of December 31, 1996, such
allocated total was 487,529 shares of Common Stock. This
interest relates to more than five percent of the class of Common
Stock.
Item 7 Identification and Classification of the Subsidiary which
Acquired the Security Being Reported on by the Parent Holding
Company:
-----------------------------------------------------------------
Not Applicable
Item 8 Identification and Classification of Members of the Group:
----------------------------------------------------------
Not Applicable
Item 9 Notice of Dissolution of Group:
-------------------------------
Not Applicable
Item 10 Certification:
--------------
By signing below I certify that to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, compete and
correct.
Date: February 13, 1997
Signatures: LIBERTY BANCORP. INC. PROFIT SHARING,
SALARY DEFERRAL AND EMPLOYEE STOCK
OWNERSHIP PLAN AND TRUST
By: Liberty Bank and Trust Company of
Oklahoma City, N.A., Trustee
By: /s/ C. A. Hartwig
Title: Senior Vice President
ACKNOWLEDGMENT - 1996 SCHEDULE 13G
I, C. A. Hartwig, do hereby acknowledge and adopt my signature as typed on
the Schedule 13G, Amendment No. 2, filed electronically with the Securities and
Exchange Commission on behalf of Liberty Bancorp, Inc. Profit Sharing, Salary
Deferral and Employee Stock Ownership Plan and Trust, as required by 17 C.F.R.
subsection 232.302(b), on this 13th day of February, 1997.
/s/ C. A. Hartwig
-----------------
C. A. Hartwig
