UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
---
MFS Financial, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $0.01 per share
- ------------------------------------------------------------------------------
(Title of Class of Securities)
55273L 10 7
- ------------------------------------------------------------------------------
(CUSIP Number)
December 31, 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 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 8 Pages
<PAGE>
CUSIP NO.
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities Only)
Mutual Federal Savings Bank Employee Stock Ownership Plan
IRS I.D. No. 37-1392810
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
The Plan trust was formed under the laws of the State of Indiana.
NUMBER OF 5 SOLE VOTING POWER
SHARES 465,568
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 0
REPORTING
PERSON WITH 7 SOLE DISPOSITIVE POWER
465,568
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
465,568
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.0%
12 TYPE OF REPORTING PERSON
EP
Page 2 of 8 Pages
<PAGE>
CUSIP NO.
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON
First Bankers Trust Company, N.A.
IRS I.D. No. 37-0622729
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
NUMBER OF 5 SOLE VOTING POWER
SHARES 465,568
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 0
REPORTING
PERSON WITH 7 SOLE DISPOSITIVE POWER
465,568
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
465,568
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.0%
12 TYPE OF REPORTING PERSON*
BK
Page 3 of 8 Pages
<PAGE>
ITEM 1(a) Name of Issuer:
--------------
MFS Financial, Inc. (the "Corporation")
ITEM 1(b) Address of Issuer's Principal Executive Officers:
-------------------------------------------------
110 E. Charles Street
Muncie, Indiana 47305-2400
ITEM 2(a) Names of Persons Filing:
------------------------
Mutual Federal Savings Bank Employee Stock Ownership
Plan (the "ESOP").
First Bankers Trust Company, N.A. (the "Trustee"), the trustee
of the ESOP. The Trustee may also be deemed to beneficially own
the shares held by the ESOP.
ITEM 2(b) Address of Principal Business Office:
-------------------------------------
The business address of the ESOP is:
c/o MFS Financial, Inc.
110 E. Charles Street
Muncie, Indiana 47305-2400
The business address of the Trustee is:
First Bankers Trust Co., N.A.
Broadway at 12th Street
Quincy, Illinois 62301-3566
ITEM 2(c) Citizenship:
------------
The ESOP trust was formed under the laws of the State of Indiana.
The Trustee is a national bank organized under the laws of the
United States.
ITEM 2(d) Title of Class of Securities:
-----------------------------
Common stock, par value $.01 per share (the "Common Stock").
ITEM 2(e) CUSIP Number: 55273l 10 7
ITEM 3 If this statement is filed pursuant to Section 240.13d-1(b)or
240.13d-2(b) or (c), check whether the person filing is:
(a) [ ] Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c);
(c) [ ] Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under section 8 of
the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [ ] An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
(f) [X] An employee benefit plan or endowment fund in accordance
with Section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with Section 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3)
(j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
Page 4 of 8 Pages
<PAGE>
ITEM 4 Ownership:
----------
The ESOP holds an aggregate of 465,568 shares of Common Stock (8.0% of
the outstanding shares). The ESOP has sole voting and dispositive
power with respect to shares held by it which have not been allocated
to participant accounts. The effective date of the first allocation
under the ESOP is December 31, 1999. As of the time of this filing,
the number of shares allocated to participant accounts as of December
31, 1999 had not been determined.
The Trustee may be deemed to beneficially own the 465,568 shares held
by the ESOP. However, the Trustee expressly disclaims beneficial
ownership of all of such shares. Other than the shares held by the
ESOP, the Trustee does not beneficially own any shares of Common
Stock.
Pursuant to the ESOP, participants in the ESOP are entitled to
instruct the Trustee as to the voting of the shares allocated to their
ESOP accounts. On each issue with respect to which shareholders are
entitled to vote, the Trustee must vote the shares held by the ESOP
which have not been allocated to participant accounts in the same
proportion as the participants who directed the Trustee as to the
voting of the shares allocated to their accounts.
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.
Page 5 of 8 Pages
<PAGE>
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:
------
Not Applicable.
ITEM 9 Notice of Dissolution of Group:
-------------------------------
Not Applicable.
ITEM 10 Certifications
--------------
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in
the ordinary course of business and were not acquired and are not held
for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are
not held in connection with or as a participant in any transaction
having that purpose or effect.
Page 6 of 8 Pages
<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.
MUTUAL FEDERAL SAVINGS BANK
Date: February 14, 2000 EMPLOYEE STOCK OWNERSHIP PLAN
-----------------
By: /s/ Carmen Walch
-------------------------------
First Bankers Trust Company,
N.A., as Trustee
Name: Carmen Walch
Title: Trust Officer
Date: February 14, 2000 FIRST BANKERS TRUST COMPANY, N.A.
-----------------
By: /s/ Marilyn Heinie
-------------------------------
Name: Marilyn Heinie
Title: Administrative Assistant
Page 7 of 8 Pages
<PAGE>
February 14, 2000
Mutual Federal Savings Bank
Employee Stock Ownership Plan
110 E. Charles Street
Muncie, Indiana 47305
Dear Sir/Madam:
This letter hereby confirms the agreement and understanding between you
and the undersigned that the Schedule 13G being filed with the Securities
and Exchange Commission on or about this date is being filed on behalf of
each of us.
Sincerely,
FIRST BANKERS TRUST COMPANY, N.A.
By: /s/ Marilyn Heinie
---------------------------------
Name: Marilyn Heinie
Title: Administrative Assistant
MUTUAL FEDERAL SAVINGS BANK
EMPLOYEE STOCK OWNERSHIP PLAN
By: /s/ Carmen Walch
---------------------------------
First Bankers Trust Company, N.A.,
as Trustee
Name: Carmen Walch
Title: Trust Officer
Page 8 of 8 Pages
