SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
Garden State BancShares, Inc.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
365420 108
(CUSIP Number)
Check the following box if a fee is being paid with
this statement. [x] (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).
CUSIP No. 365420 108 13G Page ___ of ____ Pages
1. NAMES OF REPORTING PERSONS:
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
MICHAEL E. LEVIN SS# ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.* (a) ___
(b) ___
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER 85,154
6. SHARED VOTING POWER 93,661
7. SOLE DISPOSITIVE POWER 85,154
8. SHARED DISPOSITIVE POWER 53,181
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 178,815***
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%
12. TYPE OF REPORTING PERSON* IN
* See Instructions.
** Said shares are held as follows:
By Michael E. Levin, individually, 20,475
By Michael E. Levin and Joy M. Levin (his wife) jointly 35,283
By Joy M. Levin, individually 38,393
By Michael E. Levin as trustee/guardian for son, Joshua Levin 4,743
By Michael E. Levin as trustee/guardian for son, Jeremy Levin 3,308
By Michael E. Levin as trustee/guardian for son, Ben Noah Levin 3,500
In self-directed IRA account of Michael E. Levin 3,480
In self-directed IRA account of Joy M. Levin 2,087
By Michael E. Levin as trustee under trust created under
the Will of Joseph Mandell 10,090
By Michael E. Levin as co-trustee under Levin, Shea, Pfeffer
Pension Plan 10,326
By Michael E. Levin as co-trustee under Levin, Shea, Pfeffer
Profit Sharing Plan 7,572
By Michael E. Levin as trustee under trust for benefit of
Selma Mandell (mother of Michael E. Levin) 39,558
Item 1(a). Name of Issuer:
GARDEN STATE BANCSHARES, INC.
Item 1(b). Address of Issuer's Principal Executive Offices:
2190 W. COUNTY LINE ROAD, JACKSON, NJ 08527
Item 2(a). Name of Person Filing:
MICHAEL E. LEVIN
Item 2(b). Address of Principal Business Office or, if None, Residence:
OFFICE: LEVIN, SHEA, PFEFFER ,MCMAHON AND RUSSELL, P.A.
2105 W. COUNTY LINE ROAD, JACKSON, NJ 08527
Item 2(c). Citizenship:
USA
Item 2(d). Title of Class of Securities:
COMMON STOCK, NO PAR VALUE
Item 2(e). CUSIP Number:
365420 108
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(a) Broker or Dealer registered under Section 15 of the Act.
(b) Bank as defined in Section 3(a)(6) of the Act.
(c) Insurance Company as defined in Section 3(a) (19) of the Act.
(d) Investment Company registered under Section 8 of the Investment
Company Act.
(e) Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940.
(f) Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act
of 1974 or Endowment Fund: see Rule 13d-1(b)(1)(ii)(F).
(g) Parent Holding Company, in accordance with Rule 13d-
1(b)(ii)(G): (Note: see Item 7).
(h) Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Item 4. Ownership.
If the percent of the class owned, as of December 31 of
the year covered by the statement, or as of the last day of any
month described in Rule 13d-1 (b)(2), if applicable, exceeds five
percent, provide the following information as of that date and
identify those shares which there is a right to acquire.
(a) Amount Beneficially Owned: 178,815
(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 85,154
(ii) shared power to vote or to direct the vote 93,661
(iii) sole power to dispose or to direct the disposition of 85,154
(iv) shared power to dispose or to direct the disposition of 53,181
Instruction. For computations regarding securities which
represent a right to acquire an underlying security see Rule
13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
One or more persons, other than Mr. Levin, have the right to
receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, certain of the shares covered hereby.
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.
Not Applicable
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.
FEBRUARY 7, 1995
_______________________________
(Signature)
MICHAEL E. LEVIN
(Name/Title)
The original statement shall be signed by each person
on whose behalf the statement is filed or his authorized
representative. If the statement is signed on behalf of a person
by his authorized representative (other than an executive officer
or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall
be filed with the statement, provided, however, that a power of
attorney for this purpose which is already on file with the
Commission may be incorporated by reference. The name and any
title of each person who signs the statement shall be typed or
printed beneath his signature.
Note. Six copies of this statement including all
exhibits, should be filed with the Commission.
Attention: Intentional misstatements or omissions of
fact constitute Federal criminal violations (See 18 U.S.C. 1001).