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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5 )*
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Southwest Bancshares, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
84476910
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(CUSIP Number)
Ronald D. Phares, Vice President; Southwest Bancshares, Inc.
4062 Southwest Highway, Hometown, IL 60456; 708/636-2700
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications
June 27, 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 / /.
Check the following box if a fee is being paid with the statement. / / (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
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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SCHEDULE 13D
CUSIP No. 84476910 Page 2 of 7 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RICHARD E. WEBBER
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2 CHECK THE APPROPRIATE BOX IS A MEMBER OF A GROUP* (a)
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(b)
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
BF and 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
ILLINOIS 6/27/97
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7 SOLE VOTING POWER
NUMBER OF
SHARES 218,155
BENEFICIALLY ----------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 41,997
PERSON ----------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
218,155
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10 SHARED DISPOSITIVE POWER
41,997
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11 AGGREGATE AMOUNT BENEFICALLY OWNED BY EACH REPORTING PERSON
328,852
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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)
12.40%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
SEC 1746 (9-88) 2 OF 7
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CUSIP NO. 84476910 Page 3 of 7 Pages
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ITEM 1 (a): Title of Class of Securities
Common Stock
ITEM 1 (b): Name and Address of the Principal Executive Office
of the Issuer
Southwest Bancshares, Inc.
4062 Southwest Highway
Hometown, IL 60456
ITEM 2: Identify and Background
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ITEM 2 (a): Name
Richard E. Webber
ITEM 2 (b): Address
4062 Southwest Highway
Hometown, IL 60456
ITEM 2 (c): Principal Occupation
President & Chief Financial Officer
Southwest Bancshares, Inc.
4062 Southwest Highway
Hometown, IL 60456
President and Chief Executive Officer
Southwest Federal Savings and Loan Association
3525 W. 63rd Street
Chicago, IL 60629
ITEM 2 (d): Criminal Proceedings
None
ITEM 2 (e): Civil Proceedings
None
ITEM 2 (f): Citizenship
Illinois
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CUSIP NO. 84476910 Page 4 of 7 Pages
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ITEM 3: Source and Amount of Funds or Other Consideration
On June 24, 1996, Mr. Webber filed Amendment Number 4 of Schedule 13D. At that
time, Mr. Webber owned, in aggregate, 200,722 shares of the common stock of
Southwest Bancshares, Inc. At June 24, 1996, there were 1,794,474 shares of
common stock outstanding.
On November 13, 1996, Southwest Bancshares split its stock three for two, which
resulted in Mr. Webber owning, on a post split basis, 301,082 shares.
At June 27, 1997, there were 2,652,332 shares of common stock outstanding.
Since the filing of amendment number four to Schedule 13D, Mr. Webber has
acquired or disposed of the following shares of Southwest Bancshares.
Nature of
Indirect
# of Ownership Beneficial
Date Shares Price Form Ownership
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12/11/96 <2,127> ---- Indirect Children (1)
ESOP Trust
12/11/96 <3,225> ---- Indirect Children (1)
12/23/96 <1,000> ---- Direct Gift
1/09/97 <23,826> ---- Indirect Distribution
Out of IRA Trust
1/09/97 23,826 ---- Direct Distribution
From IRA Trust
2/28/97 3,607 ---- Indirect ESOP Trust
2/28/97 275 ---- Indirect Children
ESOP Trust
6/23/97 8,748 ---- Direct RRP Trust (2)
6/23/97 68,700 ---- Indirect Unexercised
Options
(1) Effective December 11, 1996, Mr. Webber's daughter established her own
household. Inasmuch as she is no longer under his control, he no longer
claims beneficial ownership of these shares.
(2) Shares granted under the Association's Recognition and Retention Plan; 20%
of award is earned each year, commencing June 23, 1993.
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CUSIP NO. 84476910 Page 5 of 7 Pages
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ITEM 4: Purpose of Transaction
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ITEM 4 (a): The acquisition by any person of additional securities of the
issuer, or the disposition of securities of the issuer;
None.
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 asset 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.
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CUSIP NO. 84476910 Page 6 of 7 Pages
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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.
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.
ITEM 5: Interest in Securities of the Issuer
ITEM 5 (a): 260,152
ITEM 5 (b): 218,155 Sole Voting Power
41,997 Shared Voting Power
0 Shared Voting and Dispositive Power
ITEM 5 (c): Mr. Webber's ownership in Southwest Bancshares, Inc. (the
Company) has increased by more than one percent since the date
of filing Amendment Number 4 to his Schedule 13D. Mr. Webber
became a 12.40% owner of the Company as a result of the Company
completing its tenth stock repurchase program and initiating a
eleventh stock repurchase program; various transactions listed
on page four, Item 3, for the period June 24, 1996 to June 27,
1997; and the beneficial ownership of 68,700 shares underlying
options which have not been exercised.
ITEM 5 (d): None.
ITEM 5 (e): N/A
ITEM 6: Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
None.
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CUSIP NO. 84476910 Page 7 of 7 Pages
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ITEM 7: 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.
June 27, 1997 /s/ Richard E. Webber, President
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Date Signature
Richard E. Webber, President
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Name/Title
