<PAGE> 1
SCHEDULE 13G
(RULE 13d-102)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c)
and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___________)*
Valrico Bancorp, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------------------------------------
(Title of Class of Securities)
920348109
- --------------------------------------------------------------------------------
(CUSIP Number)
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
<PAGE> 2
CUSIP NO. 920348109 13G
- --------------------------------------------------------------------------------
1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(Entities Only)
C. Dennis Carlton
- --------------------------------------------------------------------------------
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(See Instructions) (b) [ ]
Not applicable.
- --------------------------------------------------------------------------------
3 SEC Use Only
- --------------------------------------------------------------------------------
4 Citizenship or Place of Organization
U.S.A.
- --------------------------------------------------------------------------------
Number of
5 Sole Voting Power
Shares 30,778
-----------------------------------------------------
Beneficially 6 Shared Voting Power
0
Owned by -----------------------------------------------------
7 Sole Dispositive Power
Each 30,778
-----------------------------------------------------
Reporting 8 Shared Dispositive Power
Person With 0
- --------------------------------------------------------------------------------
9 Aggregate Amount Beneficially Owned by Each Reporting Person
30,778
- --------------------------------------------------------------------------------
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
(See Instructions)
Not applicable.
- --------------------------------------------------------------------------------
11 Percent of Class Represented by Amount in Row (9)
9.97%
- --------------------------------------------------------------------------------
12 Type of Reporting Person (See Instructions)
IN
- --------------------------------------------------------------------------------
<PAGE> 3
Answer every item. If an item is inapplicable or the answer is in the
negative, so state.
ITEM 1(a) Name of Issuer:
Valrico Bancorp, Inc.
-----------------------------------------------------------------
ITEM 1(b) Address of Issuer's Principal Executive Offices:
1815 East State Road 60, Valrico, Florida 33594
-----------------------------------------------------------------
ITEM 2(a) Name of Person Filing:
C. Dennis Carlton
-----------------------------------------------------------------
ITEM 2(b) Address of Principal Business Office or, if None, Residence:
7414 Commerce, Riverview, Florida 33569
-----------------------------------------------------------------
ITEM 2(c) Citizenship:
U.S.A.
-----------------------------------------------------------------
ITEM 2(d) Title of Class of Securities:
Common Stock
-----------------------------------------------------------------
ITEM 2(e) CUSIP Number:
920348109
-----------------------------------------------------------------
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR
(c), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Exchange
Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of the
Exchange Act.
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act.
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c) check this box [X]
<PAGE> 4
ITEM 4. OWNERSHIP.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 30,778.
--------
(b) Percent of class: 9.97%.
-------
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 30,778.
-------
(ii) Shared power to vote or to direct the vote 0.
---
(iii) Sole power to dispose or to direct the disposition of 30,778.
-------
(iv) Shared power to dispose or to direct the disposition of 0.
---
Instruction. For computations regarding securities which represent a right
to acquire an underlying security see Rule 13d-3(d)(1).
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. NOT APPLICABLE.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
Instruction. Dissolution of a group requires a response to this item.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. NOT
APPLICABLE.
If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of an employee benefit plan, pension fund or endowment fund is not required.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. NOT
APPLICABLE.
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this schedule pursuant to Rule 13d-1(c), attach an
exhibit stating the identification of the relevant subsidiary.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. NOT
APPLICABLE.
If a group has filed this schedule pursuant to Rule 13d-1(b)(1)(ii)(J), so
indicate under Item 3(h) and attach an exhibit stating the identity and Item 3
classification of each member of the group. If a group has filed this schedule
pursuant to Rule 13d-1(d), attach an exhibit stating the identity of each member
of the group.
<PAGE> 5
ITEM 9. NOTICE OF DISSOLUTION OF GROUP. NOT APPLICABLE.
Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity. (See Item 5.)
ITEM 10. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above 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.
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.
October 1, 1999
-----------------------
(Date)
C. Dennis Carlton
-----------------------
(Signature)
C. Dennis Carlton
-----------------------
(Name and Title)