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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)(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)
July 25, 2000
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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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CUSIP No. 00350P100 13D Page 2 of 5 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
James P. McDonough
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
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(3) SEC Use Only
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(4) Source of Funds*
PF
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(5) Check 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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Number of Shares (7) Sole Voting
Beneficially Owned Power 155,055
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting
Power 58,196
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(9) Sole Dispositive
Power 158,113
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(10) Shared Dispositive
Power 58,196
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
216,309
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
6.83%
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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 has
increased by more than 1% of the number of outstanding shares since his April
17, 1998 filing of Schedule 13D as a result of the issuer's ongoing
repurchase of outstanding shares of its common stock, allocations of common
stock to Mr. McDonough's ESOP account and the grant of options to purchase
shares of the issuer's common stock.
ITEM 4. PURPOSE OF TRANSACTION
As the President and Chief Executive Officer of the issuer, Mr.
McDonough has been granted options to purchase shares of the issuer's common
stock, 127,500 of which are currently exercisable. In addition, 13,485 shares
have been allocated to Mr. McDonough's 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 216,309 shares of the
common stock of the issuer, representing approximately 6.83% of the 3,038,300
shares outstanding as of June 30, 2000. This amount includes 127,500 shares
subject to currently exercisable options, 14,070 shares held in Mr. McDonough's
self-directed IRA, 3,058 shares held in his 401(k), 54,789 shares owned jointly
with his wife and 2,331 shares owned by his wife in a self-directed IRA. It also
includes 538 shares held by Mr. McDonough as custodian for one of his two
children and 538 shares held by his wife as custodian for one of his two
children (1,076 shares total). Mr. McDonough disclaims beneficial ownership of
the shares owned directly by his wife. Also includes 13,485 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 power with respect to
158,113 shares of common stock, sole voting power with respect to 155,055
shares of common stock and shared dispositive and voting power with respect
to 58,196 shares of common stock.
(c) Mr. McDonough's has not acquired shares of the issuer's common
stock in the last 60 days.
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.
July 25, 2000
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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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