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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. 6)*
Southwest Bancshares, Inc.
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(Name of Issuer)
Common Stock, per value $0.01 per share
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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 Notice and
Communications)
April 3, 1998
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(Date of Event which Requires Filing of Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of (S)(S) 240.13d-1(e), 240.13d-1(f) or
240.13d-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 (S) 240.13d-
7(b) 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 the 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).
SEC 1746
Page 1 of 7
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CUSIP NO. 84476910 13D Page 2 of 7 Pages
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1) NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only)
Richard E. Webber
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2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
(a) [_]
(b) [_]
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3) SEC USE ONLY
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4) SOURCE OF FUNDS (See Instructions)
BF and 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
Illinois
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7) SOLE VOTING POWER
NUMBER OF
SHARES 238,731
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8) SHARED VOTING POWER
BENEFICIALLY
OWNED BY 39,847
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9) SOLE DISPOSITIVE POWER
EACH
REPORTING 238,371
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10) SHARED DISPOSITIVE POWER
PERSON
WITH 39,847
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________________________________________________________________________________
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
278,578
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12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions)
________________________________________________________________________________
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.99%
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14) TYPE OF REPORTING PERSON (See Instructions)
IN
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Page 2 of 7
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ITEM 1: SECURITY AND ISSUER:
(a): Title of Class of Securities
Common Stock
(b): Name and Address of the Principal Executive Office of the
Issuer
Southwest Bancshares, Inc.
4062 Southwest Highway
Hometown, IL 60456
ITEM 2: IDENTITY AND BACKGROUND:
(a): Name
Richard E. Webber
(b): Address
4062 Southwest Highway
Hometown, IL 60456
(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
(d): Criminal Proceedings
None
(e): Civil Proceedings
None
(f): Citizenship
Illinois
Page 3 of 7
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ITEM 3: SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
On June 27, 1997, Mr. Webber filed Amendment Number 5 of Schedule 13D.
At that time, Mr. Webber owned, in aggregate, 328,852 shares of the common stock
of Southwest Bancshares, Inc. At June 27, 1997, there were 2,652,332 shares of
common stock outstanding.
At April 3, 1998, there were 2,787,585 shares of common stock outstanding.
Since the filing of amendment number five to Schedule 13D, Mr. Webber has
acquired or disposed of the following shares of Southwest Bancshares.
<TABLE>
<CAPTION>
NATURE OF INDIRECT
# OF OWNERSHIP BENEFICIAL
DATE SHARES PRICE FORM OWNERSHIP
- ------ -------- ----- --------- -------------
<S> <C> <C> <C> <C>
08/01/97 (4,000) ---- Direct Gift
08/01/97 1,000 ---- Indirect Children
09/15/97 (2,875) ---- Indirect Children
(1)
09/15/97 (275) ---- Indirect Children
ESOP Trust
(1)
11/20/97 12,700 6.67 Direct Exercised
Options
12/09/97 2,300 6.67 Direct Exercised
Options
12/18/97 (5,565) ---- Direct Gift
02/24/98 3,685 ---- Indirect ESOP Trust
03/12/98 (4,000) ---- Direct Gift
03/17/98 (30,244) 31.75 Direct Sold
Shares
03/20/98 15,000 6.67 Direct Exercised
Options
03/23/98 18,700 6.67 Direct Exercised
Options
03/24/98 8,000 6.67 Direct Exercised
Options
03/26/98 8,000 6.67 Direct Exercised
Options
03/26/98 (8,000) 32.00 Direct Sold
Shares
03/26/98 4,000 6.67 Direct Exercised
Options
</TABLE>
(1) Effective September 15, 1997, Mr. Webber's son established his own
household. Inasmuch as he is no longer under his control, Mr. Webber no
longer claims beneficial ownership of these shares.
Page 4 of 7
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ITEM 4: PURPOSE OF TRANSACTION:
(a): The acquisition by any person of additional securities of
the issuer, or the disposition of securities of the issuer;
None.
(b): An extraordinary corporate transaction, such as a merger,
reorganization of liquidation, involving the issuer or any
of its subsidiaries;
None.
(c): A sale or transfer of a material amount of asset of the
issuer or any of its subsidiaries;
None.
(d): Any change in the present board of directors or management
of the issuer, including any plans or proposals to change
the number or term of directors or to fill any existing
vacancies on the board;
None.
(e): Any material change in the present capitalization or
dividend policy of the issuer;
None.
(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.
(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.
(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 interdealer quotation system
of a registered national securities association;
None.
Page 5 of 7
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(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.
(j): Any action similar to any of those enumerated above.
None.
ITEM 5: INTEREST IN SECURITIES OF THE ISSUER:
(a): 278,578
(b): 238,731 Sole Voting Power
39,847 Shared Voting Power
0 Shared Voting and Dispositive Power
(c): Mr. Webber's ownership in Southwest Bancshares, Inc. (the
Company) has decreased by more than one percent since the
date of filing Amendment Number 5 to his Schedule 13D. Mr.
Webber became a 9.99% owner of the Company as a result of
various transactions listed on page four, Item 3, for the
period June 27, 1997 to April 3, 1998.
(d): None.
(e): N/A
ITEM 6: CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER:
None.
ITEM 7: MATERIAL TO BE FILED AS EXHIBITS:
None.
Page 6 of 7
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Signature
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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/ Richard E. Webber April 3 , 1998
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Signature Date
Richard E. Webber
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Name/Title
Page 7 of 7
