UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13-G
Under the Securities Exchange Act of 1934
(Amendment No. 6 )*
STERLING FINANCIAL CORPORATION
(Name of Issuer)
$5.00 par value Common Stock
(Title of Class of Securities)
859317 10 9
(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 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 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. 859317 10 9 13-G Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Howard E. Groff
Social Security ####-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |___|
(b) | X |
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
5 SOLE VOTING POWER
332,227.4814
6 SHARED VOTING POWER
--0--
7 SOLE DISPOSITIVE POWER
332,227.4814
8 SHARED DISPOSITIVE POWER
--0--
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
332,227.4814
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
IN
SCHEDULE 13-G Page 3 OF 4 Pages
STERLING FINANCIAL CORPORATION
Item 1 (a) Name of Issuer: Sterling Financial Corporation
Item 1 (b) Address of Issuer's Principal Executive Office:
525 Greenfield Road
P.O. Box 10608
Lancaster, PA 17605-0608
Item 2 (a) Name of Person Filing: Howard E. Groff
Item 2 (b) Address of Principal Business Office or, if
none, Residence:
111 East State Street
Quarryville, PA 17566
Item 2 (c) Citizenship: U.S.A.
Item 2 (d) Title of Class of Securities: $5.00 par value
Common Stock
Item 2 (e) Cusip Number: 859317 10 9
Item 3 Not applicable - This statement is filed
pursuant to Rule 13d-1(c).
Item 4 Ownership:
(a) Amount Beneficially Owned: 332,227.4814
(b) Percent of Class: 11.5%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
332,227.4814
(ii) shared power to vote or to direct the vote:
--0--
(iii) sole power to dispose or to direct the
disposition of: 332,227.4814
(iv) shared power to dispose or to direct the
disposition of: --0--
Item 5 Ownership of Five Percent of Less of a Class:
Not Applicable
Item 6 Ownership of More than 5% on Behalf of Another Person:
Not Applicable
Item 7 Identification and Classification of the
Subsidiary:
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 - This statement
is filed pursuant to Rule 13d-1(c).
Page 4 of 4 Pages
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: January 25, 1994
Howard E. Groff
(Howard E. Groff)