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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ______)*
Bryn Mawr Bank Corporation
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(Name of Issuer)
Common Stock, par value $1 per share
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(Title of Class of Securities)
117665-10-9
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(CUSIP Number)
Robert D. Denious
Drinker Biddle & Reath
1100 PNB Building, 1345 Chestnut Street, Philadelphia, Pennsylvania 19107-3496
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
March 2, 1995
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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 [_].
Check the following box if a fee is being paid with the statement [X]. (A fee is
not required only if the reporting 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.)
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.
*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
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CUSIP NO. 117665-10-9 PAGE 2 OF 5 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George W. Connell
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
NUMBER OF
55,000
SHARES -----------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING
55,000
PERSON -----------------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
55,000
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [_]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
5.0%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 5 pages
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Page 3 of 5 Pages
Item 1. Security and Issuer.
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This statement on Schedule 13D relates to the Common Stock, par value
$1 per share (the "Shares"), of Bryn Mawr Bank Corporation, a Pennsylvania
corporation (the "Issuer"). The address of the principal executive offices of
the Issuer is 801 Lancaster Avenue, Bryn Mawr, Pennsylvania 19010.
Item 2. Identity and Background.
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This statement is filed by George W. Connell, a natural person and
citizen of the United States whose current business address is Two Radnor
Corporate Center, Suite 420, Radnor, Pennsylvania 19087-4599. Mr. Connell is
presently employed by Rittenhouse Financial Services, Inc., a Delaware
corporation ("RFS"), and serves as president, chief executive officer and chief
investment officer of RFS. RFS and its affiliates provide investment advisory,
brokerage and certain banking services to individuals and institutions. The
address of RFS' principal executive offices is Two Radnor Corporate Center,
Suite 420, Radnor, Pennsylvania 19087-4599. During the last five years, Mr.
Connell has not (i) been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors), or (ii) been a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a result
of such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to, federal or state securities laws or finding any violation with respect to
such laws.
Item 3. Source and Amount of Funds or Other Consideration.
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As of the date of this statement, Mr. Connell beneficially owns an
aggregate of 55,000 Shares purchased for total consideration (including mark-
ups) of $1,735,632. Mr. Connell acquired such Shares by using personal funds.
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Page 4 of 5 Pages
Item 4. Purpose of Transaction.
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The subject Shares of the Issuer have been acquired for investment
purposes. Mr. Connell may dispose of Shares from time to time in the open
market, in privately negotiated transactions or otherwise, subject to market
conditions and other factors. Mr. Connell may also acquire additional Shares in
the open market, in privately negotiated transactions or otherwise, subject to
market conditions and other factors.
Except as set forth above in this Item 4, Mr. Connell has no plan or
proposal that relates to or would result in any of the actions specified in
clauses (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
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(a) As of the date of this statement, Mr. Connell beneficially owns
55,000 Shares, constituting 5.03% of the Issuer's issued and outstanding Shares,
based upon an aggregate of 1,093,690 shares of Common Stock of the Issuer issued
and outstanding (as set forth in the Issuer's Quarterly Report on Form 10-Q for
the fiscal quarter ended September 30, 1994).
(b) Mr. Connell has sole power to vote or direct the vote and sole
power to dispose or to direct the disposition of the subject Shares.
(c) During the past 60 days, Mr. Connell effected four transactions in
the Shares. On January 6, 1995, Mr. Connell purchased in the open market 2,781
Shares for $32.50 per Share (including mark-ups) for a total consideration of
$90,382.50. On February 14, 1995, Mr. Connell purchased 500 Shares in the open
market for $32.875 per Share (including mark-ups) for a total consideration of
$16,437.50. On February 24, 1995, Mr. Connell purchased 600 Shares in the open
market for $32.75 per Share (including mark-ups) for a total consideration of
$19,650. On March 2, 1995, Mr. Connell purchased 900 Shares in the open market
for $33.25 per Share (including mark-ups) for a total consideration of $29,925.
(d) Not applicable.
(e) Not applicable.
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Page 5 of 5 Pages
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
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to Securities of the Issuer.
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Not applicable.
Item 7. Material To Be Filed as Exhibits.
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Not applicable.
SIGNATURE
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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.
/s/ George W. Connell
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March 8, 1995 George W. Connell
