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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
SUBURBFED FINANCIAL CORP.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
86428L 10 6
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(CUSIP Number)
Daniel P. Ryan
3301 West Vollmer Road
Flossmoor, Illinois 60422
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
January 22, 1997
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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 __.
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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CUSIP No. 86428L 10 6
1. NAMES OF REPORTING PERSONS S.S. OR I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS
Daniel P. Ryan - ###-##-####
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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
N/A
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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
USA
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7. SOLE VOTING POWER
51,035
NUMBER
OF SHARES ---------------------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 13,097
EACH
REPORTING ---------------------------------------------------------------
PERSON WITH 9. SOLE DISPOSITIVE POWER
51,035
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10. SHARED DISPOSITIVE POWER
13,097
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
64,132
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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)
5.11%
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14. TYPE OF REPORTING PERSON
IN
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Item 1. Security and Issuer
The class of equity securities to which this statement relates is the
common stock, par value $.01 per share of SuburbFed Financial Corp.
("SuburbFed"), a Delaware chartered thrift institution holding company. The
address of SuburbFed's administrative office is 3301 West Vollmer Road,
Flossmoor, Illinois 60422.
Item 2. Identity and Background
The name and business address of the person filing this statement is
Daniel P. Ryan, 3301 West Vollmer Road, Flossmoor, Illinois 60422.
Mr. Ryan is the President, Chief Executive Officer, Managing Officer and
Director of SuburbFed.
During the last five years, Mr. Ryan has not been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors), and has not
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction which resulted in him being 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.
Mr. Ryan is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
As a result of the vesting of performance stock options awarded to Mr.
Ryan, his beneficial ownership of the Company's Common Stock exceeds 5% of the
number of shares currently issued and outstanding.
During the 60 days preceding the date of this report, Mr. Ryan has
acquired the following shares of Company Common Stock:
Pursuant to the Company's Stock Option Plan, Mr. Ryan became vested in
2,000 shares of performance based options.
Mr. Ryan is a participant in the Company's 401(k) Plan and received
allocations under such Plan equal to 61 shares as of a Plan Statement dated
December 31, 1996.
Item 4. Purpose of Transaction
All of the shares acquired by Mr. Ryan are for investment. Mr. Ryan may,
from time to time, depending upon market conditions and other investment
considerations, acquire additional shares of SuburbFed for investment, or
dispose of shares of SuburbFed. As President, Chief Executive Officer,
Managing Officer and Director of SuburbFed, Mr. Ryan regularly explores
potential actions and transactions which may be advantageous to SuburbFed,
including possible mergers, acquisitions, reorganizations, or other material
changes in the business, corporate structure, management, policies, governing
instruments, securities or regulatory or reporting obligations of SuburbFed.
Except as noted above with respect to Mr. Ryan's activities on behalf of
SuburbFed, Mr. Ryan has no plans or proposals which relate to or would result
in:
a) the acquisition by any person of additional securities of SuburbFed,
or the disposition of securities by SuburbFed;
b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving SuburbFed;
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c) a sale or transfer of a material amount of assets of SuburbFed;
d) any change in the present Board of Directors or management of
SuburbFed, including any plans or proposals to change the number or
term of directors or to fill any existing vacancies on the Board;
e) any material change in the present capitalization or dividend policy
of SuburbFed;
f) any other material change in SuburbFed's business or corporate
structure;
g) changes in SuburbFed's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control
of SuburbFed by any person;
h) causing a class of securities of SuburbFed 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 SuburbFed becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934; or
j) any action similar to any of those enumerated above.
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Item 5. Interest in Securities of the Issuer
Mr. Ryan owns beneficially an aggregate of 64,132 shares of SuburbFed
common stock, constituting 5.11% of the number of shares of such common stock
outstanding on the date hereof. Mr. Ryan owns 6,496 of such shares directly,
with sole voting and investment power. Also included are 29,487 shares which
Mr. Ryan has the right to acquire with respect to the exercise of stock
options; 15,052 shares of restricted stock which were awarded to him under the
Company's Bank Incentive Plan and Trusts; 3,864 shares allocated under the
Company's Employee Stock Ownership Plan ("ESOP"); and 9,233 shares held in the
Bank's profit-sharing 401(k) Plan ("401(k) Plan"). Mr. Ryan has shared voting
and investment power of the shares held in the ESOP and the 401(k) Plan with
the Plans' trustees.
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
shares held by Mr. Ryan.
Item 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 Mr. Ryan and any other person with respect to any
securities of the issuer, including but not limited to, transfer or voting of
any of such securities, finder's fees, joint ventures, loan or option
arrangements, put or calls, guarantees of profits, divisions of profits or
loss, or the giving or withholding of proxies. None of the SuburbFed common
stock beneficially owned by Mr. Ryan is pledged or otherwise subject to a
contingency, the occurrence of which would give another person voting power or
investment power over such shares (excluding standard default and similar
provisions contained in loan agreements).
Item 7. Material 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.
/S/ DANIEL P. RYAN
Daniel P. Ryan
Date: January 23, 1997
