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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Horizon Financial Services Corporation
________________________________________________________________________________
(Name of Issuer)
Common Stock, Par Value $0.01 Per Share
________________________________________________________________________________
(Title of Class of Securities)
44041Q101
_______________________________________________________________
(CUSIP Number)
R. Mathieson Duncan of
Duncan, Green, Brown, Langeness & Eckley
A Professional Corporation
400 Locust Street, Suite 380 Telephone: (515) 288-6440
Des Moines, Iowa 50309 Facsimile: (515) 288-6448
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
June 29, 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 [_].
Check the following box if a fee is being paid with the statement [X]. (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
thereto reporting beneficial ownership of five percent or less 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).
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SCHEDULE 13D
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CUSIP NO. 44041Q101 PAGE 2 OF 5 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
(a) William A. Krause Revocable Trust (No. 42-1419757)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
(a) William A. Krause Revocable Trust: PF
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
(a) William A. Krause Revocable Trust: State of Iowa
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SOLE VOTING POWER
7
NUMBER OF
(a) William A. Krause Revocable Trust: 86,500
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY (a) William A. Krause Revocable Trust: -0-
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EACH SOLE DISPOSITIVE POWER
9
REPORTING
(a) William A. Krause Revocable Trust: 86,500
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
(a) William A. Krause Revocable Trust: -0-
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
(a) William A. Krause Revocable Trust: 86,500
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
(a) William A Krause Revocable Trust: 9.83%
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TYPE OF REPORTING PERSON*
14
(a) William A. Krause Revocable Trust: OO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
Page 2 of 5
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Item 1. Security and Issuer.
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The class of equity securities to which this Statement relates is the
Common Stock, $0.01 par value, (the "Shares") of Horizon Financial
Services Corporation, a Delaware corporation (the "Issuer"). The
Issuer's Shares are traded over the counter and are listed on the
Market under the symbol "HZFS." The principal executive offices of the
Issuer are located at 301 First Avenue East, Oskaloosa, Iowa
Item 2. Identity and Background.
-----------------------
((a) through (f)). This Statement is being filed by the William A.
Krause Revocable Trust ("TRUST"). The TRUST is a Trust established by
William A. Krause, an individual who resides in Des Moines, Iowa.
The natural person reporting in this Schedule 13D is as follows:
<TABLE>
<CAPTION>
Name Business Address Principal Occupation Citizenship
-------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
W.A. Krause 4201 Westown Parkway President and Treasurer of USA
West Des Moines, IA 50266 Krause Gentle Corporation
=======================================================================================================
</TABLE>
During the past five years the TRUST has not been convicted in any
criminal proceedings (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 is or was 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 was found to have
violated any such laws.
Item 3. Source and Amount of Funds or Other Consideration.
-------------------------------------------------
Funds for the TRUST's purchase of the Shares reported on the Schedule
13D were provided from the personal funds of the TRUST.
Item 4. Purpose of Transportation.
-------------------------
Item 4 is hereby amended and supplemented by adding the following
thereto:
(a) As reported in their original Schedule 13D, the Trust acquired
the Shares as an investment because the Trust believed the shares
represented an attractive investment opportunity at that time.
The Trust has made the decision to attempt to acquire the entire
equity interest in, and control of, the Issuer. The Trust has
been negotiating with the Board of Directors of the Issuer for
the purpose of having the Board of Directors
Page 3 of 5
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of the Issuer recommend to the stockholders of the Issuer that
any and all outstanding shares of the Issuer be sold to the
Trust. To date Issuer has expressed that it has no interest in
any offer that would be made by the Trust for the purchase of any
and all outstanding shares of the Issuer.
(b) Following acquisition of control, the Trust may cause the Issuer
to engage in a merger or other type of transactions with Liberty
Banshares, Inc., Arnolds Park, Iowa ("Liberty"). The number of
shares to be issued in connection with each of these transactions
has not been determined. To date, there have been no letters of
intent or other agreements entered into between the Trust and
Liberty.
(c) The Trust has no plans to sell or transfer a material amount of
assets of Issuer.
(d) Once sufficient shares of Issuer have been acquired in order to
obtain control, the Trust intends to replace the current officers
and board of directors of the Issuer.
(e) None.
(f) None.
(g) None.
(h) None.
(i) None.
(j) None, except as described above.
Item 5. Interest in Securities of the Issuer.
-------------------------------------
(a) As of the date of this Schedule 13D, the TRUST owned directly
86,500 Shares, representing 9.83% of the class outstanding.
(b) The TRUST has the sole power to vote or to direct the vote and
the sole power to dispose of, or to direct the disposition of,
the Shares owned by it. The Reporting Persons retain the
absolute right to vote and dispose of its Shares as it
individually determines.
(c) The following table describes any transactions in the Shares
effected during the past 60 days, all of which, except as noted,
were affected in the open market:
Page 4 of 5
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Share Transactions Effected by the TRUST.
----------------------------------------
<TABLE>
<CAPTION>
Date of Number Purchase
Purchase Shares Price per
Purchased Share
-----------------------------------------------------------
<S> <C> <C>
02-18-98 5,000 $ 14.60
02-19-98 5,000 $ 14.90
02-20-98 25,000 $ 14.90
02-20-98 7,500 $ 14.90
05-20-98 20,000 $16.125
06-01-98 13,000 $ 16.50
------------
06-09-98 11,000 $ 16.78
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TOTAL 86,500
===========================================================
</TABLE>
(d) No person other than the TRUST has the right to receive or the
power to direct the receipt of dividends from, or the proceeds
from the sale of, the Shares owned by the TRUST.
(e) [Not applicable.]
Item 6. Contracts, Arrangements, Understanding, or Relationships with Respect
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to Securities of the Issuer.
---------------------------
Except as described in the Statement, the TRUST has no contracts,
arrangements, understandings, or relationships (legal or otherwise)
with any person with respect to any securities of the Issuer, finder's
fees, joint ventures, loan or option arrangements, puts or calls,
guarantees of profits, division of profits or loss, or the giving or
withholding of proxies.
SIGNATURE
---------
After reasonable inquiry and to the best of the knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
Statement is true, complete, and correct.
The William A. Krause Revocable Trust
Dated: June 30, 1999 By: ________________________________________
------------- WILLIAM A. KRAUSE, Trustee
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