SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Information Statement Pursuant to Rule 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
FIRST MUTUAL BANCORP, INC.
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(Name of Issuer)
Common Stock, $.10 par value per share
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(Title of Class of Securities)
320941 10 7
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(CUSIP Number)
*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 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).
Page 1 of 5 Pages
<PAGE>
CUSIP NO. 320941 10 7 PAGE 2 OF 5 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
First Mutual Bank, S.B.
Employee Stock Ownership Plan and Trust
IRS ID No. 37-1339075
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A) / / (B) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois chartered stock savings institution's employee
benefit plan organized in Illinois.
5 SOLE VOTING POWER
282,000
Number of shares
beneficially owned 6 SHARED VOTING POWER
by each reporting
person with 92,002
7 SOLE DISPOSITIVE POWER
374,002
8 SHARES DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
374,002
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.7% of 3,507,070 shares of Common Stock outstanding as of
December 31, 1997.
12 TYPE IN REPORTING PERSON*
EP
<PAGE>
CUSIP NO. 320941 10 7 PAGE 3 OF 5 PAGES
Item 1(a). Name of Issuer:
First Mutual Bancorp, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
135 East Main Street
Decatur, Illinois 62523
Item 2(a). Name of Person Filing:
The First Mutual Bank, S.B.
Employee Stock Ownership Plan and Trust
Trustee: First Bankers Trust Company, N.A.
Item 2(b). Address of Principal Business Office:
1201 Broadway
Quincy, Illinois 62305
Item 2(c). Citizenship or Place of Organization:
Illinois chartered stock savings institution's
employee benefit plan organized in Illinois.
Item 2(d). Title of Class of Securities:
Common Stock, par value $.10 per share
Item 2(e). CUSIP Number:
320941 10 7
Item 3. Statement is Filed Pursuant To Rule 13d-1(b):
This person is an Employee Benefit Plan, Pension Fund
which is subject to the provisions of the Employee
Retirement Income Security Act of 1974; see
13d-1(b)(1)(ii)(F).
Item 4. Ownership:
As of December 31, 1997, the reporting person
beneficially owned 374,002 shares of the Issuer. This
number of shares represents 10.7% of the common
stock, par value $.10 per share, of the Issuer,
based upon 3,507,070 shares of such common stock
outstanding as of December 31, 1997. As of December
31, 1997, the reporting person has sole power to vote
or to direct the vote of 282,000 shares and shared
power to vote or to direct the vote of 92,002 shares.
The reporting person has sole power to dispose or to
direct the disposition of 374,002 shares of common
stock.
<PAGE>
CUSIP NO. 320941 10 7 PAGE 4 OF 5 PAGES
Item 5. Ownership of Five Percent or Less of a Class:
Not applicable
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:
The reporting person is an employee benefit plan
subject to the provisions of the Employee Retirement
Income Security Act of 1974.
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 purposes or effect.
<PAGE>
CUSIP NO. 320941 10 7 PAGE 5 OF 5 PAGES
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: February 12, 1998 First Bankers Trust Company, N.A., as
Trustee For The First Mutual Bank, S.B.
Employee Stock Ownership Plan and Trust
/s/ Carmen Walch
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Carmen Walch
Trust Officer
