<PAGE>
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
GFS Bancorp, Inc.
--------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
--------------------------------------------------
(Title of Class of Securities)
361694 10 2
--------------------
(CUSIP Number)
Steven L. Opsal
c/o GFS Bancorp, Inc.
P.O. Box 30, 1025 Main Street
Grinnell, Iowa 50112
(515) 236-3121
--------------------------------------------------
(Name, address and telephone number of person
authorized to receive notices and communications)
February 20, 1997
--------------------------------------------------------
(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. [ ]
<PAGE>
<PAGE>
CUSIP No. 361694 10 2 13D
1. Name of reporting person: Steven L. Opsal
SSN of reporting person:
2. Check the appropriate box if a member of a group:
(a) [ ]
(b) [ ]
3. SEC use only:
4. Sources of funds: 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 of
America
Number of 7. Sole Voting Power: 24,723
shares
beneficially 8. Shared Voting Power: 2,835
owned by
each 9. Sole Dispositive Power: 24,723
reporting
person with 10. Shared Dispositive Power: 2,835
11. Aggregate amount beneficially owned by each reporting
person: 27,558
12. Check box if the aggregate amount in Row 11 excludes certain
shares: [ x ]
13. Percent of class represented by amount in Row 11: 5.4%
14. Type of reporting person: IN
<PAGE>
<PAGE>
Item 1. Security and Issuer.
The Issuer of the securities is GFS Bancorp, Inc., a Delaware
corporation (the "Issuer"). The principal place of business of
the Issuer is 1025 Main Street, Grinnell, Iowa 50112-0030. The
class of securities covered in this filing are shares of the
Issuer's common stock, par value $0.01 per share ("Shares"),
which are listed on the Nasdaq "SmallCap" Market under the symbol
"GFSB".
Item 2. Identity and Background.
(a) Name: Steven L. Opsal
(b) Business Address: 1025 Main Street
Grinnell, Iowa 50112
(c) Principal Occupation: President and Chief Executive
Officer of the Issuer and President of Grinnell Federal Savings
Bank, 1025 Main Street, Grinnell, Iowa 50112.
(d) Criminal Proceeding Convictions: None
(e) Securities Laws Proceedings: None
(f) Citizenship: United States of America
Item 3. Source and Amount of Funds or Other Consideration.
The reporting person acquired beneficial ownership of such 27,558
Shares as follows:
The reporting person acquired 6,236 Shares directly owned by him,
his wife acquired 2,760 Shares directly owned by her, and their
minor children acquired 75 Shares directly owned by them in open
market purchases. Such purchases were obtained with personal
funds.
On February 20, 1997, the reporting person was granted stock
options to purchase 6,855 Shares under the GFS Bancorp, Inc. 1997
Stock Option and Incentive Plan (the "1997 Option Plan"). The
reporting person also has stock options outstanding to purchase
6,348 Shares, which were previously granted under the GFS
Bancorp, Inc. 1993 Stock and Incentive Plan (the "1993 Option
Plan").
This amount includes 2,626 Shares allocated to the reporting
person's account under the GFS Bancorp, Inc. Employee Stock
Ownership Plan.
This amount also includes 2,658 Shares awarded to the reporting
person under the GFS Bancorp, Inc. Recognition and Retention Plan
("RRP"), and such Shares are vested and have been acquired
without payment therefor.<PAGE>
<PAGE>
Item 4. Purpose of Transaction.
The Shares covered by this statement are being held for
investment purposes. Depending upon a continuing assessment and
upon future developments, the reporting person may determine,
from time to time or at any time, to purchase additional Shares
of the Issuer or to sell or otherwise dispose of some of the
Shares. Other than in his capacity as President and Chief
Executive Officer and as a member of the Board of Directors of
the Issuer, the reporting person has no plans which relate to or
would result in:
(a) The acquisition by any person of additional securities of
the Issuer, or the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any
of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(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;
(e) Any material change in the present capitalization or
dividend policy of the Issuer;
(f) Any other material change in the Issuer's business or
corporate structure;
(g) Changes in the Issuer's corporate charter or bylaws or
instruments corresponding thereto or other actions which may
impede the acquisition of control of the Issuer by any
person;
(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;
(i) A class of equity securities of the Issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4)
of the Securities Exchange Act of 1934; or
(j) Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
(a) The reporting person beneficially owns an aggregate of
27,558 Shares constituting 5.4% of the total shares of the
Issuer issued and outstanding as of the date of this
statement. The aggregate amount reported as beneficially
owned in Row 11 does not include 886 unvested Shares that
were awarded under the RRP. The reporting person disclaims
beneficial ownership of these Shares, which shall vest on
January 5, 1998.
(b) Of the 27,558 Shares beneficially owned by the reporting
person:
The reporting person has voting and dispositive power over
11,520 Shares.
The reporting person has shared voting and dispositive power
with his spouse who holds 2,760 Shares and his minor
children who hold 75 Shares.
<PAGE>
<PAGE>
The reporting person has no voting or dispositive power with
respect to 13,203 Shares underlying stock options granted
under the 1997 Option Plan and 1993 Option Plan which may be
acquired within 60 days from the date of this statement.
Upon the exercise of such stock options, the reporting
person would have sole voting and dispositive power over
these Shares.
(c) On December 20, 1996, the reporting person purchased 500
Shares at a purchase price of $20.75 on the open market with
personal funds. On February 20, 1997, the reporting person
was granted stock options to purchase 6,855 Shares at an
exercise price of $20.875 per share pursuant to the 1997
Option Plan.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
None.
Item 7. Material to be Filed as Exhibits.
The following materials are filed as exhibits to this statement:
None.<PAGE>
<PAGE>
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.
Date: March 7, 1997 /s/ Steven L. Opsal
----------------------------
Steven L. Opsal
