UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2) (2)
GFS BANCORP, INC.
COMMON STOCK, $.01 PAR VALUE
(TITLE OF CLASS OF SECURITIES)
(CUSIP NO. 361694102)
GERALD J. MANATT
326 HIGH STREET
BROOKLYN, IOWA 52211
WITH A COPY TO: ROBERT J. DOUGLAS, JR.
DAVIS, BROWN, KOEHN, SHORS & ROBERTS, P.C.
2500 FINANCIAL CENTER, 666 WALNUT STREET
DES MOINES, IOWA 50309
February 2, 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: [X]
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).
1. NAME OF REPORTING PERSON: GERALD J. MANATT
S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON NOT INCLUDED.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [ ]
SEE ITEM 5 BELOW
3. SEC USE ONLY
<PAGE>
4. SOURCE 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
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER: 18,400 - GERALD J. MANATT
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED VOTING POWER: 0
9. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER: 18,400 - GERALD J. MANATT
10. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED DISPOSITIVE POWER: 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 71,060
12. CHECK BOX IF THE AGGREGATE AMOUNT IN NO. 11 EXCLUDES CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN NO. 11: 7.19%
14. TYPE OF REPORTING PERSON*: IN
1. NAME OF REPORTING PERSON: MERLIN M. MANATT AND VERNA MANATT, HUSBAND
AND WIFE
S.S. OR IRS IDENTIFICATION NOs. OF ABOVE PERSONS: NOT INCLUDED
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [ ]
SEE ITEM 5 BELOW
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) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES OF AMERICA
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER: 0
<PAGE>
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED VOTING POWER: 18,400 - MERLIN M. MANATT OR VERNA MANATT
9. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER: 0
10. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED DISPOSITIVE POWER: 18,400 - MERLIN M. MANATT OR VERNA MANATT
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 71,060
12. CHECK BOX IF THE AGGREGATE AMOUNT IN NO. 11 EXCLUDES CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN NO. 11: 7.19%
14. TYPE OF REPORTING PERSON*: IN
1. NAME OF REPORTING PERSON: MANATT ENTERPRISES, LTD.
S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON NOT PROVIDED.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [ ]
SEE ITEM 5 BELOW
3. SEC USE ONLY
4. SOURCE OF FUNDS* WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION STATE OF IOWA
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER: 34,260
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED VOTING POWER: 0
9. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER: 34,260
10. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED DISPOSITIVE POWER: 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 71,060
<PAGE>
12. CHECK BOX IF THE AGGREGATE AMOUNT IN NO. 11 EXCLUDES CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN NO. 11: 7.19%
14. TYPE OF REPORTING PERSON*: CO
* See Instructions before filling out.
ITEM 1. SECURITY AND ISSUER.
The Issuer of the securities is GFS Bancorp, Inc., a Delaware corporation
("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 is the $.01 par value common
stock ("Shares") which are listed on the NASDAQ "Small Cap" Market under the
symbol "GFSB".
ITEM 2. IDENTITY AND BACKGROUND
Provide the answers to the following questions for each Reporting Person:
a. Name;
b. Residence or business address;
c. Present principal occupation or employment and the name, principal
business and address of any corporate or other organization in which
such employment is conducted;
d. Whether or not, during the last five years, such person has been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) and, if so, give the dates, nature of conviction,
name and location of court, any penalty imposed, or other disposition
of the case;
e. Whether or not, during the last five years, such person was 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 finding any violation with respect to such laws;
and, if so, identify and describe such proceedings and summarize the
terms of such judgment, decree or final order; and
f. Citizenship.
Following are the answers for the questions listed above for each reporting
person:
1. a. Gerald J. Manatt
b. 326 High Street, Brooklyn, Iowa 52211
c. President of G. J. Junie, Inc.
P.O. Box 535, Brooklyn, Iowa 52211
d. No
e. No
f. United States of America
<PAGE>
2. a. Merlin M. Manatt
b. 815 - 16th Avenue, Grinnell, Iowa 50112
c. President of V&M, Inc.
P.O. Box 535, Brooklyn, Iowa 52211
d. No
e. No
f. United States of America
3. a. Verna Manatt
b. 815 - 16th Avenue, Grinnell, Iowa 50112
c. None
d. No
e. No
f. United States of America
4. a. Manatt Enterprises, Ltd.
b. Box 535, Brooklyn, Iowa 52211
c. Iowa corporation, of which Gerald J. Manatt is President
d. No
e. No
f. Iowa
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
For individuals, the funds used have been personal funds, and for Manatt
Enterprises, Ltd., the funds have been from working capital.
ITEM 4. PURPOSE OF TRANSACTION
The transaction is for investment purposes, and there is no other purpose at
this time, and additional Shares may be acquired or sold either in the open
market or privately from time to time.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The current interests of the reporting parties are: Gerald J. Manatt - 18,400
shares, 1.86% of the Common Stock; Merlin M. Manatt and Verna Manatt - 18,400
shares, 1.86% of the Common Stock; and Manatt Enterprises, Ltd. - 34,260 shares,
3.47%.
This statement is filed by the Reporting Persons, Gerald J. Manatt, Merlin and
Verna Manatt, and Manatt Enterprises, Ltd., to declare that as of January 21,
1997, they have determined to act as a "group" since they may be deemed to be a
"group" (pursuant to ss 13(d)(3) of the Securities Exchange Act of 1934) due to
the ownership of Manatt Enterprises, Ltd. by a company owned by Gerald J. Manatt
and Merlin M. Manatt.
By declaring themselves to be a group, the aggregate ownership is 71,060 shares,
or 7.19% of the issued and outstanding common stock of the Issuer. Based upon
the representation filed by the Company as of September 30, 1997, there were
988,242 Shares issued and outstanding of the Company's stock.
<PAGE>
Following are the transactions by the group within the last sixty days or since
the last filing of Schedule 13D (purchases in open market unless noted).
(i) Gerald J. Manatt - none; April 25, 1997 9200 $0 stock split
(ii) Merlin M. Manatt and Verna Manatt - none; April 25, 1997
9200 $0 stock split
(iii) Manatt Enterprises, Ltd. - (See below)
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------
DATE OF PURCHASE NO. OF SHARES PURCHASED SALE PRICE PER SHARE MANNER OF TRANSACTION
- ------------------ ----------------------- -------------------- ---------------------
<S> <C> <C> <C>
- ------------------ ----------------------- -------------------- ---------------------
April 1, 1997 200 $23.00 Open Market
- ------------------ ----------------------- -------------------- ---------------------
April 2, 1997 1,380 $22.00 Private
- ------------------ ----------------------- -------------------- ---------------------
April 25, 1997 19,930 $0 Stock Split
- ------------------ ----------------------- -------------------- ---------------------
May 6, 1997 100 $14.53 Open Market
- ------------------ ----------------------- -------------------- ---------------------
May 6, 1997 100 $14.56 Open Market
- ------------------ ----------------------- -------------------- ---------------------
June 6, 1997 2,000 $13.25 Private
- ------------------ ----------------------- -------------------- ---------------------
July 15, 1997 2,200 $13.51 Open Market
- ------------------ ----------------------- -------------------- ---------------------
- ------------------ ----------------------- -------------------- ---------------------
DATE OF SALE NO. OF SHARES SOLD SALE PRICE PER SHARE MANNER OF TRANSACTION
- ------------------ ----------------------- -------------------- ---------------------
- ------------------ ----------------------- -------------------- ---------------------
February 2, 1998 10,000 $0 Gift
- -------------------------------------------------------------------------------------
</TABLE>
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS, OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
None. The Reporting Persons do not have any agreement amongst themselves, except
for the fact that Gerald J. Manatt and Merlin M. Manatt are the owners of
corporations that are substantial owners of Manatt Enterprises, Ltd., and since
others might construe them to be acting as a group, they have decided to declare
themselves a group for purposes of reporting under Rule 13D. Gerald J. Manatt,
Merlin M. Manatt, Verna Manatt, and Manatt Enterprises, Ltd., agree and
understand that this statement is being filed on a joint basis and thus it is
being filed on behalf of each such reporting person. This joint filing agreement
is evidenced by the signatures of the reporting persons or their representatives
as set forth below.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
SIGNATURES
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.
MANATT ENTERPRISES, LTD.
By: /s/ Gerald J. Manatt
------------------------------------
Dated: February 11, 1998 Gerald J. Manatt, President
/s/ Gerald J. Manatt
------------------------------------
Dated: February 11, 1998 Gerald J. Manatt, Individually
<PAGE>
/s/ Merlin Manatt
------------------------------------
Dated: February 11, 1998 Merlin Manatt, Individually
/s/ Verna Manatt
------------------------------------
Dated: February 11, 1998 Verna Manatt, Individually
