<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 12)*
First Franklin Corporation
--------------------------
(Name of Issuer)
Common Stock
------------------------------
(Title of Class of Securities)
320272 10 7
--------------
(CUSIP Number)
Terri R. Abare
Vorys, Sater, Seymour and Pease LLP
Suite 2100, Atrium Two
221 East Fourth Street
Cincinnati, Ohio 45202
(513) 723-4001
-------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 31, 1999
-------------------------------------------------------
(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [ ]
* 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).
<PAGE> 2
SCHEDULE 13D
CUSIP NO. 320272 10 7
--------------
1. NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF REPORTING PERSON:
Thomas H. Siemers
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
3. SEC USE ONLY:
4. SOURCE OF FUNDS:
PF
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
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER: 154,287
8. SHARED VOTING POWER: 36,200
9. SOLE DISPOSITIVE POWER: 114,341
10. SHARED DISPOSITIVE POWER: 178,839
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
293,180
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES: [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
17.98%
14. TYPE OF REPORTING PERSON:
IN
-2-
<PAGE> 3
SCHEDULE 13D
CUSIP NO. 320272 10 7
--------------
1. NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF REPORTING PERSON:
Franklin Savings and Loan Company
Employee Stock Ownership Plan
31-1230691
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
3. SEC USE ONLY:
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:
Ohio
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER: 0
8. SHARED VOTING POWER: 0
9. SOLE DISPOSITIVE POWER: 0
10. SHARED DISPOSITIVE POWER: 150,939
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
150,939
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES: [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
9.26%
14. TYPE OF REPORTING PERSON:
EP
-3-
<PAGE> 4
Item 3. Source and Amount of Funds or Other Consideration
The source of funds for Mr. Siemers are personal. The source
of funds for the Franklin Savings and Loan Company Employee
Stock Ownership Plan ("ESOP") are contributions to the ESOP by
First Franklin Savings and Loan Company ("Franklin"), which is
a wholly-owned subsidiary of the Issuer.
Item 4. Purpose of Transaction
Shares beneficially owned by Mr. Siemers have been acquired
for investment. The ESOP, for which Mr. Siemers serves as
trustee, is maintained for the benefit of the employees of
Franklin and may purchase or dispose of shares of First
Franklin Corporation.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Siemers beneficially owns 293,180 shares, which
is 17.98% of the total issued and outstanding common
shares of the Issuer. The ESOP beneficially owns
150,939 shares, which is 9.26% of the total issued
and outstanding common shares of the Issuer. Mr.
Siemers is the trustee of the ESOP.
(b) Mr. Siemers has sole voting power with respect to
106,216 shares which he owns directly, 8,125 shares
subject to options that he holds and 39,946 shares
allocated to his ESOP account. Mr. Siemers has shared
voting power with respect to 27,900 shares held by
Mr. Siemers' spouse and 8,300 unallocated ESOP shares
for which the ESOP grants the power to vote to the
ESOP administrative committee of which Mr. Siemers is
a member. Mr. Siemers has sole dispositive power with
respect to the 106,216 shares he owns directly and
the 8,125 shares subject to options. Mr. Siemers has
shared dispositive power with respect to the 27,900
shares held by his spouse and the 150,939 shares
owned by the ESOP.
At December 31, 1999, there were 150,939 shares of
the Issuer owned by the ESOP. Under the terms of the
ESOP, the trustee votes all of the shares allocated
to the accounts of participants as directed by the
participants to whose accounts such shares have been
allocated. Neither Mr. Siemers nor the ESOP has
voting power over shares allocated to others. As of
December 31, 1999, 142,639 shares were allocated to
ESOP participants.
The trustee has limited power to dispose of the ESOP
shares, as set forth in the ESOP and the Trust
Agreement. The trustee is directed by the ESOP to
invest ESOP assets primarily in shares of the Issuer.
The ESOP disclaims beneficial ownership of any shares
of the Issuer beneficially owned by Mr. Siemers that
are not those reported above as being owned by each
of them. Mr. Siemers expressly disclaims beneficial
ownership of shares of the Issuer owned by his adult
children who do not live with him.
(c) None.
(d) Inapplicable.
(e) Inapplicable.
-4-
<PAGE> 5
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.
Date: February 11, 2000
Franklin Savings and Loan Company
Employee Stock Ownership Plan
/s/ Thomas H. Siemers /s/ Thomas H. Siemers
- --------------------- ------------------------------
Thomas H. Siemers Thomas H. Siemers, Trustee
-5-
