SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
HARRINGTON FINANCIAL GROUP, INC.
(Name of Issuer)
COMMON STOCK, $.125 PAR VALUE PER SHARE
(Title of Class of Securities)
413801 10 1
(CUSIP Number)
Douglas T. Breeden
100 Europa Drive
Chapel Hill, North Carolina
27514
(919) 967-7221
(Name, Address, Telephone Number of Persons Authorized to Receive
Notices and Communications)
January 27, 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 [ ].
Check the following box if a fee is being paid with the statement
[]. (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.)
Page 1 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Douglas T. Breeden
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
[ ]
(b)
[ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF, BK
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
SHARES
BENEFICIALLY 1,394,890
OWNED BY EACH
REPORTING
PERSON WITH
8 SHARED VOTING POWER
15,400
9 SOLE DISPOSITIVE POWER
1,394,890
10 SHARED DISPOSITIVE POWER
15,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,410,290
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
43.303%
14 TYPE OF REPORTING PERSON*
IN
Item 1. Security and Issuer
The securities as to which this Schedule 13D ("Schedule")
relate are the shares of common stock, $.125 par value per share
("Common Stock"), of Harrington Financial Group, Inc. (the
"Issuer"). The address of the Issuer's principal executive
office is 722 Promenade, Richmond, Indiana 47375.
Item 2. Identity and Background
(a) Douglas T. Breeden ("Reporting Person").
(b) The Reporting Person's business address is 100
Europa Drive, Chapel Hill, North Carolina 27514.
(c) The Reporting Person is the Chairman of the Board
of Directors of the Issuer. The Reporting Person is also
Chairman of the Board, President and Chief Executive Officer of
Smith Breeden Associates, Inc. ("Smith Breeden"). Smith Breeden
renders investment advice and asset and liability management
services to financial institutions, corporate and government
pension plans, foundations and government agencies.
(d) The Reporting Person has not, during the last five
years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) The Reporting Person has not, during the last five
years, been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of
which he 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 a
finding of any violation with respect to such laws.
(f) The Reporting Person is a United States citizen.
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Person acquired 6,000 shares of Common
Stock on October 24,1996 at $10.50 per share for an aggregate
purchase price of $63,600 through his IRA account with JP Morgan
Securities. The Reporting Person also acquired in open market
purchases the following: 4,000 shares on October 24,1996 at
$10.50 per share (aggregate purchase price of $42,003), 5,000
shares on October 30, 1996 at $10.50 per share (aggregate
purchase price of $52,503), and 30,000 shares on January 27,
1997 at $10.50 per share (aggregate purchase price of $315,000).
These purchases were made through Hilliard Lyons, Inc. and were
purchased on the Reporting Person's margin account. Also the
Reporting Person purchased 100 shares on January 30,1997 at
$10.125 per share (aggregate purchase price of $1,012.50), using
personal funds, through his account at Stifel, Nicolaus. In
addition, the Reporting Person's wife acquired 1,400 shares of
Common Stock at $10.25 per share for an aggregate purchase price
of $11,400.
Item 4. Purpose of Transaction
The Reporting Person is presently the Chairman of the
Board of the Issuer. The Reporting Person intends to continue to
participate in the management and operations of the Issuer. The
Reporting Person believes that the shares of Common Stock are an
attractive investment and purchased the shares of Common Stock
for investment purposes and not for the purpose of influencing
the management of the Issuer or exercising control.
The Reporting Person currently has no plans or
proposals (excluding action which may be taken or proposed to be
taken by the Board of Directors of which the Reporting Person is
a member) 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 charter, 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, as amended; 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 1,410,290
shares of Common Common Stock of the Issuer which represents
approximately 43.303% of the outstanding shares of Common Stock.
As of February 4, 1997, 3,256,738 shares of Common Stock were
outstanding. The Reporting Person also has been granted options
to purchase an aggregate of 16,000 shares of Common Stock, which
are exercisable between December 15, 1997 and January 15, 1998 at
$7.50 per share and are not currently deemed to be beneficially
owned by the Reporting Person.
(b) The Reporting Person has sole voting and
dispositive power with respect to 1,394,890 shares of Common
Stock. The Reporting Person may be deemed to have shared voting
and dispositive power with respect to 11,400 shares of Common
Stock held by his wife and 4,000 shares held by his wife as
custodian for their children.
(c) The Reporting Person acquired 6,000 shares of
Common Stock on October 24,1996 at $10.50 per share for an
aggregate purchase price of $63,600 through his IRA account with
JP Morgan Securities. The Reporting Person also acquired in open
market purchases the following: 4,000 shares on October 24,1996
at $10.50 per share (aggregate purchase price of $42,003), 5,000
shares on October 30, 1996 at $10.50 per share (aggregate
purchase price of $52,503), and 30,000 shares on January 27,
1997 at $10.50 per share (aggregate purchase price of $315,000).
These purchases were made through Hilliard Lyons, Inc. and were
purchased on the Reporting Person's margin account. Also the
Reporting Person purchased 100 shares on January 30,1997 at
$10.125 per share (aggregate purchase price of $1,012.50), using
personal funds through his account at Stifel, Nicolaus. In
addition, the Reporting Person's wife acquired 1,400 shares of
Common Stock at $10.25 per share for an aggregate purchase price
of $11,400.
(d) Not Applicable.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
The Reporting Person is not a party to any contract,
arrangement, understanding or relationship (legal or otherwise)
with respect to any securities of the Issuer, other than the bank
loans and pledges of securities described in Item 3 above. The
Reporting Person is the Chairman of the Board of Directors of the
Issuer and has in the past and intends in the future to exercise
his vote and to serve the Issuer as a director in an independent
manner, and to vote his shares of Common Stock individually and
not pursuant to any understanding, arrangement or agreement with
any other persons. The Reporting Person is also Chairman of the
Board, President and Chief Executive Officer of Smith Breeden,
who provides financial and investment advice to the Issuer and
Harrington Bank, FSB, a wholly-owned subsidiary of the Issuer.
Item 7. Material to be Filed as Exhibits
Not applicable.
Signatures
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 on Schedule 13D is true,
complete and correct.
/s/Douglas T. Breeden
Douglas T. Breeden
Date: February 4, 1997
