<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934
(Amendment No. )<F1>
Ohio State Financial Services, Inc.
(Name of Issuer)
Common Stock, having no par value
(Title of Class of Securities)
677911109
(CUSIP Number)
Jerome H. Davis
c/o David M. Perlmutter, Esq.
200 Park Ave., Suite 4515, New York, NY 10166
(212) 986-4900
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 5, 1998
(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.
(Continued on following pages)
_________________________
<F1>
1 The remainder of this cover page shall be filled out for
a reporting person's initial filing of 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 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 1 of 9 Pages
<PAGE>
CUSIP No. 677911109
_________________________________________________________________
1. Name of Reporting Person Jerome H. Davis
_________________________________________________________________
S.S. or I.R.S. Identification ###-##-####
No. of Above Person
_________________________________________________________________
2. Check the Appropriate Box (a)______
if a Member of a Group (b)___X__
(See Instructions)
_________________________________________________________________
3. SEC Use Only
_________________________________________________________________
4. Source of Funds (See Instructions)
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 18,000
Shares 8. Shared Voting
Beneficially Power 30,500*<F2>
Owned by 9. Sole Dispositive
Each Report- Power 18,000
ing Person 10. Shared Dispositive
with Power 30,500*<F2>
_________________________________________________________________
11. Aggregate Amount Beneficially
Owned by Each Reporting Person 48,500*<F2>
_________________________________________________________________
12. Check Box if the Aggregate Amount
in Row (11) Excludes Certain / /
Shares (See Instructions)
_________________________________________________________________
13. Percent of Class Represented
by amount in Row (11) 7.64%
_________________________________________________________________
14. Type of Reporting Person IN
(See Instructions)
_________________________________________________________________
<F2>
* See Items 5(a) and 5(b) of this Statement.
Page 2 of 9 Pages
<PAGE>
CUSIP No. 677911109
_________________________________________________________________
1. Name of Reporting Person Susan B. Davis
_________________________________________________________________
S.S. or I.R.S. Identification ###-##-####
No. of Above Person
_________________________________________________________________
2. Check the Appropriate Box (a)______
if a Member of a Group (b)___X__
(See Instructions)
_________________________________________________________________
3. SEC Use Only
_________________________________________________________________
4. Source of Funds (See Instructions)
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 -0-
Shares 8. Shared Voting
Beneficially Power 48,500*<F3>
Owned by 9. Sole Dispositive
Each Report- Power -0-
ing Person 10. Shared Dispositive
with Power 48,500*<F3>
________________________________________________________________
11. Aggregate Amount Beneficially
Owned by Each Reporting Person 48,500*<F3>
_________________________________________________________________
12. Check Box if the Aggregate Amount
in Row (11) Excludes Certain / /
Shares (See Instructions)
_________________________________________________________________
13. Percent of Class Represented
by amount in Row (11) 7.64%
_________________________________________________________________
14. Type of Reporting Person IN
(See Instructions)
_________________________________________________________________
<F3>
* See Items 5(a) and 5(b) of this Statement. For purposes of
this Statement, Susan B. Davis may be deemed, pursuant to Rules
13d-3(a)(1) and 13d-3(a)(2) under the Securities Exchange Act of
1934, as amended, to be the beneficial owner of 18,000 shares of
the Company's Common Stock, no par value, held in the name of her
husband, Jerome H. Davis.
Page 3 of 9 Pages
<PAGE>
Item 1. SECURITY AND ISSUER.
The class of equity securities to which this Statement
on Schedule 13D (this "Statement") relates is the Common Stock,
no par value ("Common Stock") of Ohio State Financial Services,
Inc., an Ohio Corporation, (the "Company") with its principal
executive offices located at 435 Main Street, Bridgeport, Ohio
43912.
Item 2. IDENTITY AND BACKGROUND.
(a) This Statement is jointly filed by Susan B. Davis
and Jerome H. Davis, wife and husband.
(b) Residence: 11 Baldwin Farms North, Greenwich,
Connecticut 06831.
(c) Mrs. Davis is an investor in antiques operating
out of her home. Mr. Davis is a self-employed investment
analyst and works out of his home.
(d) During the last five years, neither Mr. Davis nor
Mrs. Davis have been convicted in a criminal proceeding
(excluding traffic or similar misdemeanors).
(e) During the last five years, neither Mr. Davis nor
Mrs. Davis has been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction and as a result
of such proceedings 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 finding any violation with respect to such laws.
(f) Mr. Davis and Mrs. Davis are each citizens of the
United States.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Pursuant to a stock subscription for Common Stock of
the Company, Mr. Davis paid $140,000.00 for an aggregate of
14,000 shares of Common Stock. Mr. Davis also paid an aggregate
of $66,750.00 for an aggregate of 4,000 shares of Common Stock
owned by him and held in an IRA account. Finally, Mr. and Mrs.
Davis paid an aggregate of $463,968.75 for an aggregate of 30,500
shares of Common Stock owned by them. Except for the Common
Stock obtained through a subscription, all shares were purchased
in over-the-counter transactions through standard brokerage
accounts maintained by Mr. and Mrs. Davis. All shares were
purchased with personal funds of Mr. and Mrs. Davis.
Page 4 of 9 Pages
<PAGE>
Item 4. PURPOSE OF TRANSACTION.
Mr. and Mrs. Davis have acquired the shares of Common
Stock for investment and without any purpose of changing or
influencing the control of the Company. Consistent with this
purpose, Mr. Davis routinely monitors the performance of
companies in which he and Mrs. Davis invest through the review of
their periodic financial statements and reports, and intends to
do so with regard to the Company. In connection therewith, Mr.
Davis sometimes engages in oral and written communications with
the officers of a company to discuss his views on its
performance. Such communications may include suggestions
regarding ways to enhance company performance and increase
shareholder value. To the extent he deems appropriate, Mr. Davis
may engage in communications with the officers and directors of
the Company.
Other than as described above, Mr. and Mrs. Davis do
not have any plan or proposal which relates to or would result in
any of the actions enumerated in Item 4 of Schedule 13D, except
that Mr. and Mrs. Davis may dispose of some or all of the Common
Stock or may acquire additional shares of Common Stock, from time
to time, depending upon price and market conditions, evaluation
of alternative investments, and other factors.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate number of shares of Common Stock
deemed to be beneficially owned by Mr. and Mrs. Davis for the
purposes of this Statement is 48,500 shares, representing 7.64
percent of the outstanding shares of Common Stock based on
634,168 shares of Common Stock disclosed by the Company as
outstanding on August 13, 1998. Of such shares, 14,000 (2.20%)
are held in the name of Mr. Davis, 4,000 (.63%) are held in the
name of Mr. Davis in an IRA account, and 30,500 (4.81%) are held
in the name of Mr. and Mrs. Davis.
(b) (i) Subject to the matters referred to in
paragraph (a) hereof, Mr. Davis has sole power to vote or direct
the vote and sole power to dispose or direct the disposition of
the 18,000 shares of Common Stock owned by him, and shared power
to vote or direct the vote and shared power to dispose or direct
the disposition of the 30,500 shares of Common Stock jointly
owned by him and Mrs. Davis.
(ii) Subject to the matters referred to in
paragraphs (a) and (b)(i) hereof, Mrs. Davis has shared power to
vote or direct the vote and shared power to dispose or direct the
disposition of the 30,500 shares of Common Stock jointly owned by
her and Mr. Davis, and may be deemed to have shared power to vote
Page 5 of 9 Pages
<PAGE>
or direct the vote and shared power to dispose or direct the
disposition of the 18,000 shares of Common Stock owned by Mr.
Davis.
(c) A description of all transactions in the shares of
Common Stock which have been effected jointly and/or separately
by Mr. and Mrs. Davis is set forth in Schedule A attached hereto
and is incorporated herein by reference.
(d) and (e) - Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERTAKINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
There are no relevant contracts, arrangements,
undertakings or relationships between Mr. and/or Mrs. Davis
(except that Mr. Davis and Mrs. Davis are husband and wife and
Mr. Davis generally directs Mrs. Davis' investment decisions with
respect to any of the securities) and/or with any other person
with respect to any securities of the Company.
Item 7. MATERIALS TO BE FILED AS EXHIBITS.
1. Joint Filing Agreement between Jerome H. Davis and
Susan B. Davis.
Page 6 of 9 Pages
<PAGE>
Signature.
After reasonable inquiry and to the best knowledge and
belief of the undersigned, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
8/14/98 Jerome H. Davis
Date (Signature)
8/14/98 Susan B. Davis
Date (Signature)
Page 7 of 9 Pages
<PAGE>
<TABLE>
Schedule A
Information with Respect to Transactions in the
Common Stock of Ohio State Financial Services, Inc.
by Jerome H. Davis and Susan B. Davis
<CAPTION>
Date of No. of Shrs Price Per Shr Where How
Transa- Purchased (excl. commis- Trans- Trans-
tion (Sold) sions) acted acted
<S> <C> <C> <C> <C>
Jerome H. Davis:
1. 9/29/97 14,000 $10.00 Ohio St. *<F4>
Fin'l
Serv.,
Inc.
Jerome H. and
Susan B. Davis:
2. 1/5/98 7,500 15.3125 OTC **<F5>
3. 1/6/98 5,000 15.375 OTC **<F5>
Jerome H. Davis
(IRA Account):
4. 2/18/98 2,000 16.50 OTC **<F5>
5. 2/18/98 2,000 16.75 OTC **<F5>
Jerome H. and
Susan B. Davis:
6. 8/5/98 8,000 15.125 OTC **<F5>
7. 8/6/98 10,000 15.125 OTC **<F5>
__________________________________
<FN>
<F4>
* Purchased directly from Ohio State Financial Services, Inc.
in an initial public offering pursuant to a stock subscription.
</FN>
<FN>
<F5>
** Transaction effected in the over-the-counter market ("OTC")
through a standard brokerage account maintained by Mr. and/or
Mrs. Davis.
</FN>
</TABLE>
Page 8 of 9 Pages
Exhibit 1
JOINT FILING AGREEMENT
Each of the undersigned agrees that the Statement,
including amendments, on Schedule 13D relating to shares of
Common Stock of Ohio State Financial Services, Inc. to which this
Agreement is attached is being filed on behalf of each of the
undersigned.
8/14/98 Jerome H. Davis
Date (Signature)
8/14/98 Susan B. Davis
Date (Signature)
Page 9 of 9 Pages
