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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
VECTRA BANKING CORPORATION
(NAME OF ISSUER)
COMMON STOCK, $.01 PAR VALUE
(TITLE OF CLASS OF SECURITIES)
922398 10 2
(CUSIP NUMBER)
JAMES A. LUSTIG
410 17TH STREET, SUITE 1705
DENVER, COLORADO 80202 - (303) 571-0700
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND
COMMUNICATIONS)
JUNE 30, 1996
(DATE OF EVENT WHICH REQUIRES FILING OF 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 .
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Check the following box if a fee is being paid with this statement X .
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SCHEDULE 13D
CUSIP NO. 922398 10 2 PAGE 2 OF 5 PAGES
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
James A. Lustig, Social Security Number ###-##-####
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2. Check the appropriate box if a member of a group (a) ______
See item 2(a) of the attached Schedule 13D (b) ______
3. SEC USE ONLY
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4. Source of Funds
OO
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5. Check Box if Disclosure of Legal Proceedings is ___
Required Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
United States
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7. Sole Voting Power The reporting
person owns 4,032 shares of $100
Series A Convertible Preferred
Stock, convertible into 30,430
shares of Common Stock (.9%).
NUMBER OF
SHARES BENE- 8. Shared Voting Power The reporting
FICIALLY person owns 18,439 shares of $100
OWNED BY EACH Series A Convertible Preferred
REPORTING Stock convertible into 139,262 shares
PERSON of Common Stock (4.1%).
9. Sole Dispositive Power The reporting
person owns 4,032 shares of $100
Series A Convertible Preferred
Stock, convertible into 30,430
shares of Common Stock (.9%).
10. Shared Dispositive Power The
reporting person owns 18,439 shares
of $100 Series A Convertible
Preferred Stock convertible into
139,262 shares of Common Stock
(4.1%).
11. Aggregate Amount Beneficially Owned by Each Reporting Person: The
reporting person owns 22,471 shares of $100 Series A Convertible
Preferred Stock convertible into 168,892 shares of Common Stock
(5.0%).
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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SCHEDULE 13D
CUSIP NO. 922398 10 2 PAGE 3 OF 5 PAGES
14. Type of Reporting Person
IN
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1. SECURITY AND ISSUER
(a) This statement relates to the $.01 par value common stock of
Vectra Banking Corporation (the "Company" or the "Issuer").
(b) The principal executive offices of the Company are located at
1650 South Colorado Boulevard, Suite 320, Denver, Colorado
80209.
2. IDENTITY AND BACKGROUND
(a) James A. Lustig.
(b) The business address for Mr. Lustig is 410 17th Street, Suite
1705, Denver, Colorado 80202.
(c) For more than the past five years the reporting person has
been self employed as an investor.
(d) The reporting person has not been convicted in a criminal
proceeding during the last five years.
(e) The reporting person, during the last five years, was not a
party to any civil proceeding of a judicial or administrative
body which resulted in 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.
(f) The reporting person is a citizen of the United States.
3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The subject securities were acquired as part of an acquisition by the
issuer of entities in which the reporting person was a shareholder.
4. PURPOSE OF TRANSACTION
The purpose of the acquisition of securities of the issuer was for
investment. The reporting person has no plans or proposals which
relate to or would result in:
(a) The acquisition by any person of additional securities of the
issuer, or the disposition of securities of the issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of
its subsidiaries;
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SCHEDULE 13D
CUSIP NO. 922398 10 2 PAGE 4 OF 5 PAGES
(c) A sale or transfer of a material amount of assets of the
issuer or any of its subsidiaries;
(d) Any change in the present board of directors or management of
the issuer, including any plans or proposals to change the
number of term of directors or to fill any existing vacancies
on the board;
(e) Any material change in the present capitalization or dividend
policy of the issuer;
(f) Any other material change in the issuer's business or
corporate structure;
(g) Changes in the issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the issuer by any person;
(h) Causing a class of securities of the issuer to be delisted
from a national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system of
a registered national securities association;
(i) A class of equity securities of the issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4)
of the Act; or
(j) Any action similar to any of those enumerated above.
5. INTEREST IN SECURITIES OF THE ISSUER
(a) At the Relevant Date: The reporting person owns 22,471 shares
of $100 Series A Convertible Preferred Stock convertible into
168,892 shares of Common Stock (5.0%).
(b) Represents the number of shares of Common Stock that may be
issued pursuant to ownership of 22,471 shares of $100 Series A
Convertible Preferred Stock. Of this amount, the reporting
person owns 4,032 shares directly (or the equivalent of 30,430
shares of Common Stock), 3,139 shares jointly with his spouse
(or the equivalent of 23,691 shares of Common Stock), 465
shares owned by his wife (or the equivalent of 3,509 shares of
Common Stock) and 14,835 shares indirectly (or the equivalent
of 111,962 shares of Common Stock), of which 10,982 shares are
owned as a trustee, 1,407 shares are owned as custodian for
children and 2,446 shares are owned by partnership of which
the reporting person is a general partner.
(c) All of the securities reported herein were acquired by the
reporting person in an acquisition effected by the issuer in
June 1996.
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SCHEDULE 13D
CUSIP NO. 922398 10 2 PAGE 5 OF 5 PAGES
(d) No other person is known to have the right to receive or the
power to direct the receipt of dividends from, or the proceeds
from the sale of, the securities discussed herein, other than
the record holders of the securities.
(e) Not applicable.
6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between the reporting person and any person with
respect to any securities of the issuer.
7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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: June 16, 1997 /s/ James A. Lustig
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James A. Lustig
