FIRST BANKERS TRUST CO NA
SC 13G/A, 1997-02-14
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G


                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1 )*


                               ASB Financial Corp.
                   __________________________________________
                                (Name of Issuer)


                           Common shares, no par value
                   __________________________________________
                         (Title of Class of Securities)


                                   00205P 10 7
                                 (CUSIP Number)


Check the following box if a fee is being paid with this statement _____. (A fee
is not required only if the filing 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).

* 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).


                                      -1-
<PAGE>




CUSIP No. 00205P 10 7                 13G


  1    NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

       ASB Financial Corp. Employee Stock Ownership Plan


  2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

                                                               (a) _____

                                                               (b) __X__


  3    SEC USE ONLY



  4    CITIZENSHIP OR PLACE OF ORGANIZATION

       Ohio


                   5   SOLE VOTING POWER

                             -0-
    NUMBER OF
     SHARES        6   SHARED VOTING POWER
  BENEFICIALLY
     OWNED                   -0-
    BY EACH
REPORTING PERSON   7   SOLE DISPOSITIVE POWER
      WITH
                             -0-


                   8   SHARED DISPOSITIVE POWER

                             126,960


  9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             126,960


  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*



  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

             7.4%


  12   TYPE OF REPORTING PERSON*

       EP



                                      -2-
<PAGE>




CUSIP No. 00205P 10 7                 13G


  1    NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

       First Bankers Trust Company, N.A.


  2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

                                                               (a) _____

                                                               (b) __X__


  3    SEC USE ONLY



  4    CITIZENSHIP OR PLACE OF ORGANIZATION

       United States


                   5   SOLE VOTING POWER

                             109,069
    NUMBER OF
     SHARES        6   SHARED VOTING POWER
  BENEFICIALLY
     OWNED                   -0-
    BY EACH
REPORTING PERSON   7   SOLE DISPOSITIVE POWER
      WITH
                             -0-


                   8   SHARED DISPOSITIVE POWER

                             109,069


  9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             126,960


  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*



  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

             7.4%


  12   TYPE OF REPORTING PERSON*

       BK


                                      -3-
<PAGE>



ITEM 1(A).  Name of Issuer:

            ASB Financial Corp.

ITEM 1(B).  Address of Issuer's Principal Executive Offices:

            503 Chillicothe Street
            Portsmouth, Ohio  45662

ITEM 2(A).  Name of Persons Filing:

            First Bankers Trust Company, N.A.

            ASB Financial Corp. Employee Stock Ownership Plan

ITEM 2(B).  Address of Principal Business Office or, if none, Residence:

            First Bankers Trust Company, N.A.
            1201 Broadway
            Quincy, Illinois  62301

            ASB Financial Corp. Employee Stock Ownership Plan
            First Bankers Trust Company, N.A., Trustee
            1201 Broadway
            Quincy, Illinois  62301

ITEM 2(C).  Citizenship:

            First Bankers Trust Company, N.A.
              Organized under the laws of the United States

            ASB Financial Corp. Employee Stock Ownership Plan:
            Organized in Ohio

ITEM 2(D).  Title and Class of Securities:

            Common shares, no par value

ITEM 2(E).  CUSIP Number:

            00205P 10 7


                                      -4-
<PAGE>


ITEM 3.     If this statement is filed pursuant to Rules 13d-1(b), or
            13d-2(b), check whether the person filing is a:

               (a) [ ] Broker or Dealer registered under Section 15 of the Act

               (b) [X] Bank as defined in section 3(a)(19) of the Act

               (c) [ ] Insurance Company as defined in section 3(a)(19) of 
                       the Act

               (d) [ ] Investment Company registered under section 8 of the
                       Investment Company Act

               (e) [ ] Investment Advisor registered under section 203 of the 
                       Investment Advisers Act of 1940

               (f) [X] Employee Benefit Plan, Pension Fund which is subject
                       to the provisions of the Employee Retirement Income
                       Security Act of 1974 or Endowment Fund; see 
                       ss. 240.13d-1(b)(1)(ii)(F)

               (g) [ ] Parent Holding Company, in accordance with 
                       ss. 240.13d-1(b)(1)(ii)(G)

               (h) [ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)

ITEM 4.           Ownership:

            FIRST BANKERS TRUST COMPANY, N.A.

            (a)   Amount Beneficially Owned:
                  126,960

            (b)   Percent of Class:
                  7.4

            (c)   Number of shares as to which such person has:

                  (i)   sole power to vote or to direct the vote:
                        109,069

                  (ii)  shared power to vote or to direct the vote:
                        -0-

                  (iii) sole power to dispose or to direct the disposition of:
                        -0-


                                      -5-
<PAGE>

                  (iv)  shared power to dispose or to direct the disposition of:
                        126,960

                  ASB FINANCIAL CORP. EMPLOYEE STOCK OWNERSHIP PLAN

                  (a)   Amount Beneficially Owned:
                        126,960

                  (b)   Percent of Class:
                        7.4%

                  (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:
                              -0-

                        (iii) sole power to dispose or to direct the disposition
                              of:                 -0- 

                        (iv)  shared power to dispose or to direct the 
                              disposition of:   126,960

                  There are 126,960  common  shares  owned by the ASB  Financial
                  Corp.  Employee  Stock  Ownership  Plan  (the  "Plan").  First
                  Bankers Trust Company, N.A., is the Trustee of the Plan. Under
                  the terms of the Plan and the  Trust  Agreement,  the  Trustee
                  votes  all  of  the  shares   allocated  to  the  accounts  of
                  participants as directed by the participants to whose accounts
                  such shares have been  allocated.  With respect to unallocated
                  shares  or   allocated   shares  with   respect  to  which  no
                  instructions  have been  received,  the Plan provides that the
                  Trustee shall vote such shares in the Trustee's discretion. As
                  of December 31, 1996, 17,891 shares had been allocated to Plan
                  participants.

                  Although  the Trustee has general  authority  to sell  assets,
                  because  the Plan  provides  that  the  Trustee  is to  invest
                  primarily in shares of the issuer, the authority to dispose of
                  such shares is limited by the Plan.


ITEM 5.                 Ownership of Five Percent or Less of a Class:

                  Inapplicable


                                      -6-
<PAGE>


ITEM 6.                 Ownership of More Than Five Percent on Behalf of
                        Another Person:

                  Inapplicable

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

                  Inapplicable

ITEM 8.                 Identification and Classification of Members of the 
                        Group:

                  Inapplicable

ITEM 9.                 Notice of Dissolution of Group:

                  Inapplicable

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.



                                      -7-
<PAGE>


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.


                        FIRST BANKERS TRUST COMPANY, N.A.


2/14/97                             By: /s/ Carmen Walch
____________________                    ________________________________________
Date                                    Carmen Walch
                                        Trust Officer


                                    ASB FINANCIAL CORP. EMPLOYEE
                                    STOCK OWNERSHIP PLAN


                                    By First Bankers Trust Company, N.A.,
                                       Trustee


2/14/97                             By: /s/ Carmen Walch
____________________                    ________________________________________
Date                                    Carmen Walch
                                        Trust Officer




                                      -8-
<PAGE>

                                    EXHIBIT A

                   AGREEMENT FOR JOINT FILING OF SCHEDULE 13G



     The  undersigned  hereby  agree that the  Schedule 13G being filed with the
Securities and Exchange Commission to report their beneficial  ownership of more
than 5% of the common shares of ASB Financial Corp., an Ohio corporation,  shall
be, and is, filed on behalf of each of the undersigned.




                                    FIRST BANKERS TRUST COMPANY, N.A.



2/14/97                             By: /s/ Carmen Walch
____________________                    ________________________________________
Date                                    Carmen Walch
                                        Trust Officer


                                    ASB FINANCIAL CORP. EMPLOYEE
                                    STOCK OWNERSHIP PLAN

                                    By First Bankers Trust Company, N.A.,
                                       Trustee



2/14/97                             By: /s/ Carmen Walch
____________________                    ________________________________________
Date                                    Carmen Walch
                                        Trust Officer



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