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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. _______ )1
Abington Bancorp, Inc.
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(Name of Issuer)
Common Stock, $.10 Par Value
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(Title of Class of Securities)
00350P100
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(CUSIP Number)
James P. Mcdonough, Abington Bancorp, Inc. 536 Washington Street,
Abington, MA 02351
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(Name, address and Telephone Number of Person Authorized to Receive Notices and
Communications)
April 17, 1998
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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(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) for
other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
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(1) 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. 00350P100 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
James P. McDonough
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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
United States
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7 SOLE VOTING POWER
number of 145,707
shares ---------------------------------------------------------
beneficially 8 SHARED VOTING POWER
owned by
each 48,218
reporting ---------------------------------------------------------
person 9 SOLE DISPOSITIVE POWER
with
145,707
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10 SHARED DISPOSITIVE POWER
48,218
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
196,679
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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)
5.4%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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ITEM 1. SECURITY AND ISSUER
This statement relates to the common stock, $.10 par value, of Abington
Bancorp, Inc., 536 Washington Street, Abington, Massachusetts 02351.
ITEM 2. IDENTITY AND BACKGROUND
(a) Name: James P. McDonough
(b) Business Address: Abington Bancorp, Inc.
536 Washington Street
Abington, Massachusetts 02351
(c) Occupation: President and Chief Executive Officer
Abington Bancorp, Inc. and Abington Savings Bank
536 Washington Street
Abington, Massachusetts 02351
(d) Mr. McDonough has not been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors)
during the last five years.
(e) Mr. McDonough is not subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to Federal or State securities laws
as a result of being a party to a civil proceeding during the
last five years.
(f) Citizenship: United States
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Mr. McDonough's ownership of the issuer's common stock increased to in
excess of 5% of the number of outstanding shares as a result of the issuer's
repurchase of outstanding shares of its common stock during the first quarter of
1998.
ITEM 4. PURPOSE OF TRANSACTION
As the President and Chief Executive Officer of the issuer, Mr.
McDonough has been granted options to purchase 120,000 shares of the issuer's
common stock. In addition, 11,631 shares have been allocated to his ESOP
account. The remaining shares of the issuer's common stock owned by Mr.
McDonough or family members were purchased for investment purposes.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Mr. McDonough is the beneficial owner of 196,679 shares of the
common stock of the issuer, representing approximately 5.4% of the 3,563,800
shares outstanding as of March 31, 1998. This amount includes 120,000 shares
subject to currently exercisable options, 13,567 shares held in his
self-directed IRA, 48,218 shares owned jointly with his wife and 2,246 shares
owned by his wife in a self-directed IRA. It also includes 509 shares held by
Mr. McDonough as custodian for one of his two children and 508 shares held by
his wife as custodian for one of his two children (1,017 shares total). Mr.
McDonough disclaims beneficial ownership of the shares owned directly by his
wife. Also includes 11,631 shares held by the issuer's ESOP as to which Mr.
McDonough has the power to direct the voting.
(b) Mr. McDonough has sole dispositive and voting power with respect to
145,707 shares of common stock and shared dispositive and voting power with
respect to 48,726 shares of common stock.
(c) The following sets forth Mr. McDonough's acquisition of shares of
the issuer's common stock in the last 60 days:
<TABLE>
<CAPTION>
WHERE
DATE OF NUMBER PRICE PER NATURE OF TRANSACTION
TRANSACTION OF SHARES SHARE OWNERSHIP EFFECTED
----------- --------- --------- --------- -----------
<S> <C> <C> <C> <C>
02/09/98 42 $22.25 Spouse IRA Nasdaq
02/09/98 245 $22.25 IRA Nasdaq
02/09/98 90 $22.25 By spouse c/f Nasdaq
daughter
02/09/98 91 $22.25 Self c/f son Nasdaq
03/23/98 732 By ESOP Shares
allocated to
ESOP account.
</TABLE>
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Mr. McDonough has no contracts, arrangements, understandings or
relationships (legal or otherwise) with other persons with respect to any
securities of the issuer.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS
None.
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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.
April 17, 1998
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(Date)
/s/ James P. McDonough
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(Signature)
James P. McDonough
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(Name)
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