LANDMARK BANCSHARES INC
SC 13G/A, 2000-01-20
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 2)*


                            Landmark Bancshares, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                                  Common Stock
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   514928 10 0
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

                               September 30, 1999
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the  appropriate box to designate the rule pursuant to which this schedule
is filed:

[X]  Rule 13d-1(b)

[ ]  Rule 13d-1(c)

[ ]  Rule 13d-1(d)

- ---------------
* The  remainder of the 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 in 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).

                         (Continued on following pages)

                                Page 1 of 4 pages
<PAGE>

CUSIP No. 514928-10-0              Schedule 13G                Page 2 of 4 Pages
          -----------              ------------


1.       Name of Reporting Person
         S.S. or I.R.S. Identification Number of above person:

                          Landmark Federal Savings Bank
                          Employee Stock Ownership Plan

2.       Check the appropriate box if a member of a group*

                  (a)   [X]                   (b)   [ ]

3.       SEC Use Only

4.       Citizenship or Place of Organization:  Kansas

Number of Shares Beneficially Owned by Each Reporting Person with:

5.       Sole Voting Power:                   -0-
                                            -------

6.       Shared Voting Power:               131,283
                                            -------

7.       Sole Dispositive Power:              -0-
                                            -------

8.       Shared Dispositive Power:          131,283
                                            -------

9.       Aggregate Amount Beneficially Owned by Each Reporting Person:  131,283
                                                                        -------

10.      Check Box If The Aggregate Amount in Row (9) Excludes Certain Shares*
         [ ]

11.      Percent of Class Represented by Amount in Row 9:   11.6%
                                                            ----

12.      Type of Reporting Person*: EP


                                * SEE INSTRUCTION

<PAGE>
                                                                     Page 3 of 4

Item 1(a)         Name of Issuer:  Landmark Bancshares, Inc.
                  --------------

Item 1(b)         Address of Issuer's Principal Executive Offices:
                  ------------------------------------------------

                           Central and Spruce Streets
                           Dodge City, Kansas 67801

Item 2(a)         Name of Person Filing:
                  ----------------------

                           Landmark Federal Savings Bank
                           Employee Stock Ownership Plan

Item 2(b)         Address of Principal Business Office:  Same as Item 1(b)
                  -------------------------------------  -----------------

Item 2(c)         Citizenship:  Kansas
                  ------------

Item 2(d)         Title of Class of Securities:  Common Stock
                  -----------------------------

Item 2(e)         CUSIP Number:  514928-10-0
                  -------------

Item 3            Check whether the person filing is a:
                  -------------------------------------

Item 3(f)          X  Employee Benefit Plan, in accordance with
                  --- Rule 13d-1(b)(1)(ii)(F).

Item 3(j)          X  Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
                  ---

Item 3(a)(b)(c)(d)(e)(g)(h)(i) - not applicable.

Item 4(a)         Amount Beneficially Owned:  131,283
                  --------------------------  -------

Item 4(b)         Percent of Class:  11.6%
                  -----------------  -----

Item 4(c)         Number of shares as to which such person has:
                  (i)      sole power to vote or to direct the vote      -0-
                                                                       -------
                  (ii)     shared power to vote or to direct the vote  131,283
                                                                       -------
                  (iii)    sole power to dispose or to direct the
                           disposition of                                -0-
                                                                       -------
                  (iv)     shared power to dispose or to direct the
                           disposition of                              131,283
                                                                       -------

Item 5   Ownership of Five Percent or Less of Class:
         -------------------------------------------

                                 Not Applicable


<PAGE>
                                                                     Page 4 of 4


Item 6         Ownership of More than Five Percent on Behalf of Another Person:
               -----------------------------------------------------------------

                                 Not applicable

Item 7         Identification  and  Classification  of the Subsidiary Which
               -----------------------------------------------------------------
               Acquired the Security  Being Reported on by the Parent Holding
               -----------------------------------------------------------------
               Company.
               --------

                                 Not applicable

Item 8         Identification and Classification of Members of the Group.
               ----------------------------------------------------------

               This Schedule 13G is being filed on behalf of the Employee  Stock
               Ownership  Plan  ("ESOP")  identified  in Item  2(a) by the  Plan
               Committee  and the Plan  Trustee  both filing under the Item 3(f)
               and 3(j) classifications.  Exhibit A contains a disclosure of the
               voting and  dispositive  powers  over  shares of the issuer  held
               directly by these entities  exclusive of those shares held by the
               ESOP as well as identification of members of these groups.

Item 9         Notice of Dissolution of Group.
               -------------------------------

                                 Not applicable

Item 10        Certification.
               --------------

               By signing below, I certify that, to the best of my knowledge and
               belief,  the  securities  referred to above were  acquired in the
               ordinary course of business and were not acquired for the purpose
               of and do not have the  effect of  changing  or  influencing  the
               control of the issuer of such securities and were not acquired in
               connection  with or as a participant  in any  transaction  having
               such purpose or effect.


<PAGE>

SIGNATURE:

         After reasonable inquiry and to the best of my knowledge and belief, as
a member of the Plan  Committee and Plan Trustee  Committee,  I certify that the
information set forth in this statement is true, complete and correct.



/s/ David H. Snapp                                 1/19/00
- -------------------------------------------        -----------------------------
David H. Snapp                                     Date



/s/ C. Duane Ross                                  1/19/00
- -------------------------------------------        -----------------------------
C. Duane Ross                                      Date



/s/ Jim W. Lewis                                   1/19/00
- -------------------------------------------        -----------------------------
Jim W. Lewis                                       Date



- -------------------------------------------        -----------------------------
Richard A. Ball                                     Date



<PAGE>



Exhibit A
- ---------

                       Identification of Members of Group
                       ----------------------------------

         Shares of common  stock of the issuer are held in trust for the benefit
of  participating  employees by the ESOP Plan Trustee.  The Plan Trustee  shares
voting and dispositive power with the Plan Committee.  By the terms of the Plan,
the Plan Trustee votes stock  allocated to  participant  accounts as directed by
participants.  Stock held by the Trust,  but not yet  allocated  is voted by the
Plan  Trustee  as  directed  by the  Plan  Committee.  Investment  direction  is
exercised  by the Plan  Trustee  as  directed  by the Plan  Committee.  The Plan
Committee and the Plan Trustee share voting and  dispositive  power with respect
to  the  unallocated  stock  held  by  the  ESOP  pursuant  to  their  fiduciary
responsibilities  under Section 404 of the Employee  Retirement  Income Security
Act of 1974, as amended.

         Members of the Plan  Committee  and Plan  Trustee  Committee  and their
beneficial  ownership  of shares  of common  stock of the  issuer  exclusive  of
membership  on the Plan  Committee  and Plan  Trustee  Committee  and of  shares
beneficially owned are as follows:


                              Direct Beneficial       Beneficial Ownership
    Name                        Ownership (1)           as Plan Participant
- ----------------------------------------------------------------------------
David H. Snapp                      31,051                     -0-
C. Duane Ross                       31,263                     -0-
Jim W. Lewis                        34,525                     -0-
Richard A. Ball                     17,687                     -0-



- -------------
(1)      Beneficial  ownership as of January 19, 2000. Includes shares of common
         stock of issuer  owned in  conjunction  with family  members.  The Plan
         Committee and Plan  Trustee(s)  disclaims  ownership of these shares in
         conjunction  with the exercise of their fiduciary  duties as members of
         the Plan Committee and Plan Trustee Committee.





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