WESTCO BANCORP INC
SC 13D, 1997-03-25
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20552

                                  SCHEDULE 13D


                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                                (AMENDMENT NO. 1)*


                              Westco Bancorp, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                                  Common Stock
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)



                                   957504103
                ------------------------------------------------
                                 (CUSIP Number)


          David C. Burba, 2121 S. Mannheim Road, Westchester, IL 60154
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices 
                              and Communications)


                                 June 26, 1996
           -----------------------------------------------------------
             (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 OTS. 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).



<PAGE> 2

                                  SCHEDULE 13D

- ------------------------                          ------------------------------
CUSIP NO. 957504103                                         Page 2 of 8 Pages
- ------------------------                          ------------------------------

- --------------------------------------------------------------------------------
   1     NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         David C. Burba
- --------------------------------------------------------------------------------
         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*             (a) |_|
   2                                                                   (b) |_|

- --------------------------------------------------------------------------------
   3     SEC USE ONLY


- --------------------------------------------------------------------------------
   4     SOURCES OF FUNDS*

            SC, PF
- --------------------------------------------------------------------------------
  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
- --------------------------------------------------------------------------------
     NUMBER OF             7          SOLE VOTING POWER
      SHARES  
   BENEFICIALLY                        195,906
     OWNED BY
       EACH
     REPORTING
      PERSON
       WITH
- --------------------------------------------------------------------------------
                           8          SHARED VOTING POWER
                                   
                                       6,500

- --------------------------------------------------------------------------------
                           9          SOLE DISPOSITIVE POWER

                                       179,991
- --------------------------------------------------------------------------------
                          10          SHARED DISPOSITIVE POWER

                                       22,415
- --------------------------------------------------------------------------------
  11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

           202,406 (The number reflects a 3 for 2 stock split distributed 
                   in May 1996)
- --------------------------------------------------------------------------------
  12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
         |_|

- --------------------------------------------------------------------------------
  13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          7.6%
- --------------------------------------------------------------------------------
  14     TYPE OF REPORTING PERSON*

         IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


<PAGE> 3


CUSIP NO. 957504103                                            Page 3 of 8 Pages
- -------------------

ITEM 1:     Security and Issuer.
            -------------------

ITEM 1 (a): Title of Class of Securities

            Common Stock

ITEM 1 (b): Name and Address of the Principal Executive Office of the Issuer

            Westco Bancorp, Inc.
            2121 S. Mannheim Road
            Westchester, Illinois 60154

ITEM 2:     Identity and  Background.
            ------------------------

ITEM 2 (a): Name

            David C. Burba

ITEM 2 (b): Address

            Westco Bancorp, Inc.
            2121 S. Mannheim Road
            Westchester, Illinois 60154

ITEM 2(c):  Principal Occupation

            President and Chief Executive Officer
            Westco Bancorp, Inc.
            2121 S. Mannheim Road
            Westchester, Illinois 60154

            President and Chief Executive Officer
            First Federal Savings & Loan Association of Westchester
            2121 S. Mannheim Road
            Westchester, Illinois 60154

ITEM 2(d):  Criminal Proceedings

            None



<PAGE> 4

CUSIP NO. 957504103                                            Page 4 of 8 Pages
- -------------------                          

ITEM 2(e):  Civil Proceedings

            None

ITEM 2(f):  Citizenship

            United States


ITEM 3:     Source and Amount of Funds or Other Considerations.
            --------------------------------------------------

            The Reporting Person currently may be deemed beneficial owner of: 1)
            45,001 shares  purchased in the Conversion of First Federal  Savings
            and Loan Association of Westchester ("First Federal") from mutual to
            stock form  through the  Issuer's  Profit Plan and Trust;  2) 10,050
            shares  purchased in the open market;  3) 3,250 shares  beneficially
            owned by the  Reporting  Person and held by the  Reporting  Person's
            wife  for  his  son;  4)  3,250  shares  beneficially  owned  by the
            Reporting Person's daughter; 5) 337 shares beneficially owned by the
            Reporting  Person through a Keogh account;  6) 5,359 received by the
            Reporting  Person under the Issuer's Profit Plan and Trust since the
            conversion  which are purchased  quarterly by the plan  trustee;  7)
            7,728  unvested  shares  awarded   pursuant  to  the  First  Federal
            Recognition  and  Retention  Plan and Trust (the  "RRP");  8) 27,612
            vested  shares  awarded  pursuant  to  the  RRP;  9)  15,915  shares
            allocated to him under the Issuer's  Employee Stock  Ownership Plan;
            and 10) 83,904  shares  awarded  pursuant to options  granted by the
            Issuer that are  exercisable or  exercisable  within 60 days of this
            filing.

            The 10,050 shares  purchased on the open market were  purchased with
            $60,700 of personal funds on June 26, 1992, with $15,875 of personal
            funds on January 22,  1993,  and with  $14,000 of personal  funds on
            January 25, 1994.

            The numbers reflect a 3 for 2 stock split distributed in May 1996.

ITEM 4:     Purpose of Transaction.

            Describe any plans or proposals which the reporting  person may have
            which relate to or would result in:

ITEM 4(a):  The  acquisition  by  any person  of  additional  securities  of the
            issuer, or the disposition of securities of the issuer;

            None




<PAGE> 5

CUSIP NO. 957504103                                            Page 5 of 8 Pages
- -------------------                          

ITEM 4(b):  An   extraordinary   corporate   transaction,   such   as  a merger,
            reorganization or  liquidation,  involving  the issuer or any of its
            subsidiaries;

            None

ITEM 4(c):  A sale  or transfer  of a material amount of assets of the issuer or
            any of its subsidiaries;

            None

ITEM 4(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;

            None

ITEM 4(e):  Any material change in the present capitalization or dividend policy
            of the issuer;

            None

ITEM 4(f):  Any other material  change  in  the  issuer's business or  corporate
            structure  including  but  not  limited  to,  if  the  issuer  is  a
            registered  closed-end investment company, any plans or proposals to
            make  any  changes  in its  investment  policy  for  which a vote is
            required by section 13 of the Investment Company Act of 1940;

            None

ITEM 4(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;

            None

ITEM 4(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;

            None



<PAGE> 6


CUSIP NO. 957504103                                            Page 6 of 8 Pages
- -------------------                          

ITEM 4(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

            None

ITEM 4(j): Any action similar to any of those enumerated above.

            None

Mr. Burba is  President,  Chief  Executive  Officer and a Director of the issuer
and, in such position, Mr. Burba is considered to be a controlling person of the
issuer. He has responded to this Section 4 in his individual capacity and not in
his fiduciary capacity as the president and chief executive officer.

ITEM 5:     Interest in Securities of the Issuer.
            ------------------------------------

ITEM 5(a):  Mr.  Burba  is the  beneficial  owner of 202,406 shares representing
            7.6% of the shares outstanding as of February 14, 1997.

ITEM 5(b):  195,906 Sole Voting Power
            6,500 Shared Voting Power
            179,991 Sole Dispositive Power
            22,415 Shared Dispositive Power

ITEM 5(c):  Mr. Burba  has engaged in the following transactions in the issuer's
            stock of which he is the beneficial owner in the last 60 days:

            None

            The percentage of stock of  which Mr. Burba  is the beneficial owner
            increased as a result of stock options which vested June 26, 1996.

ITEM 5(d):  Mr.  Burba's  daughter  has  the  right  to receive and the power to
            direct the receipt of any  dividends  from or proceeds from the sale
            of 3,250 of the shares  beneficially owned by Mr. Burba. Mr. Burba's
            son has the right to receive any dividends from or proceeds from the
            sale of 3,250 of the shares beneficially owned by Mr. Burba.

ITEM 5(e):  N/A




<PAGE> 7


CUSIP NO. 957504103                                            Page 7 of 8 Pages
- -------------------                         


ITEM 6:    Contracts, Arrangements, Understandings or Relationships with Respect
           ---------------------------------------------------------------------
           to Securities of the Issuer.
           ---------------------------

            None

ITEM 7:     Exhibits.
            --------

            None





<PAGE> 8


CUSIP NO. 957504103                                            Page 8 of 8 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.





March 21, 1997                               /s/ David C. Burba   
- ------------------------                     ------------------------------
Date                                         Signature





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