UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
PROGRESS FINANCIAL CORPORATION
--------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK, PAR VALUE $1.00
--------------------------------------------------------------------------------
(Title of Class of Securities)
743266108
--------------------------------------------------------------------------------
(CUSIP Number)
NOVEMBER 30, 2000
--------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ X ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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>
SCHEDULE 13G
--------------------------------------------------------------------------------
CUSIP No. 743266108 Page 2 of 4 Pages
--------------------------------------------------------------------------------
---------- ---------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Emerald Advisers, Inc.
---------- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ______
(b) ______
---------- ---------------------------------------------------------------------
3 SEC USE ONLY
---------- ---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Pennsylvania
------------------- -------- ---------------------------------------------------
5 SOLE VOTING POWER
832,335 shares
NUMBER OF
SHARES -------- ---------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 0 shares
REPORTING -------- ---------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH
984,323 shares
-------- ---------------------------------------------------
8 SHARED DISPOSITIVE POWER
0 shares
---------- ---------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
984,323 shares
---------- ---------------------------------------------------------------------
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
---------- ---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
17.14 %
---------- ---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON (See Instructions)
IA
---------- ---------------------------------------------------------------------
<PAGE>
SCHEDULE 13G PAGE 3 OF 4
ITEM 1.
(a) The name of the issuer is Progress Financial Corporation.
(b) The address of the issuer's principal executive office is 4 Sentry
Parkway, Suite 200, Blue Bell, PA 19422.
ITEM 2.
(a) The name of the person filing is Emerald Advisers, Inc.
(b) The address of the principal office of the person filing is 160 North
Pointe Blvd., Suite 200, Lancaster, Pennsylvania 17601.
(c) The state of organization is Pennsylvania.
(d) The title of class of security is common stock, par value $1.00
per share.
(e) The CUSIP number is 743266108.
ITEM 3.
The person filing is an Investment Adviser registered under
Section 203 of the Investment Advisers Act of 1940.
ITEM 4.
(a) The amount beneficially owned is 984,323 shares of common stock.
(b) The percent of class is 17.14%.
(c)(i) The number of shares as to which Emerald Advisers, Inc. has sole voting
power is 832,335.
(c)(ii) The number of shares as to which Emerald Advisers, Inc. has shared
voting power is 0.
(c)(iii) The number of shares as to which Emerald Advisers, Inc. has sole
dispositive power is 984,323.
(c)(iv) The number of shares as to which Emerald Advisers, Inc. has shared
dispositive power is 0.
ITEM 5. This statement is NOT 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.
<PAGE>
SCHEDULE 13G PAGE 4 OF 4
ITEM 6.
Other persons have the right to receive and/or the power to direct
the receipt of dividends from, or the proceeds from the sale of,
such securities.
ITEM 7.
Not applicable.
ITEM 8.
Not applicable.
ITEM 9.
Not applicable.
ITEM 10.
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 that
purpose or effect.
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
/s/ SCOTT L. REHR
------------------------------------
Signature
Scott L. Rehr, Senior Vice President
------------------------------------
Name/Title
