SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
(Amendment No. 2)
Under the Securities Exchange Act of 1934
MNB Bancshares, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
553103102
(CUSIP Number)
Jack G. Goldstein
555 Poyntz Avenue
Manhattan, Kansas 66502
(785) 587-5100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 5, 1998
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13 G to report the acquisition which is the
subject of his Schedule 13D, and is filing this schedule
because of Rule 13d-I(b)(3) or (4), check the following
box:
Check the following box if a fee is being paid with this
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 to thereto reporting beneficial
ownership of less than five percent 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.)
CUSIP NO. 13D
553103102
1. NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF ABOVE
PERSON
Jack G. Goldstein
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP A_____ B_____
N/A
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) ______
N/A
6. CITIZENSHIP OR PLACE OF ORIGINATION
United States Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER: 89,868
8. SHARED VOTING POWER: 0
9. SOLE DISPOSITIVE POWER: 89,868
10. SHARED DISPOSITIVE POWER: 0
11. AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
89,868
12. CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES
N/A
13. PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
6.92%
14. TYPE OF REPORTING PERSON
IN
Background of this Amendment
ITEM 1. Security and Issuer
Common stock, $.01 par value
MNB Bancshares, Inc.
800 Poyntz Avenue
Manhattan, KS 66502
ITEM 2. Identity and Background
This Schedule is being filed by:
(a) Jack G. Goldstein
(b) Business Address: 555 Poyntz Ave.
Manhattan, Kansas 66502
(c) Principal Occupation: Chairman of the Board
Steel & Pipe Supply Co., Inc.
Steel Service Center
555 Poyntz Avenue
Manhattan, Kansas 66502
(d) None
(e) None
(f) Citizenship: United States Citizen
The Reporting Person, during the last five years,
has not been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors),
or been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a
result of such proceeding was 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 fining any violation
with respect to such laws.
ITEM 3. Source and Amount of Funds or Other
Consideration
N/A
ITEM 4. Purpose of Transaction
a. The 44,684 shares that were added to my account were gained
through a stock split as of February 9, 1998.
b. The 500 shares added to my holdings were the result of a
purchase made on May 5, 1998.
ITEM 5. Interest in Securities of the Issuer
a. 89,868 shares; 6.92%
b. 89,868 shares with sole voting power
89,868 shares with sole dispositive power
c. N/A
d. N/A
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.
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.
July 30, 1998
/s/ Jack G. Goldstein
