UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Great American Bancorp, Inc.
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(Name of Issuer)
Common, Stock Value - $0.01 Par Value
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(Title of Class of Securities)
38982K107
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(CUSIP Number)
George R. Rouse
1311 S. Neil
Champaign, IL 61820
(217) 356-2265
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(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications)
April 14, 2000
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(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 the Schedule 13D, and is filing
this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]
(Page 1 of 5 Pages)
CUSIP No. 38982K107
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George R. Rouse
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
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
7. SOLE VOTING POWER
95,840 shares
8. SHARED VOTING POWER
Not Applicable
9. SOLE DISPOSITIVE POWER
91,736 shares
10. SHARED DISPOSITIVE POWER
Not Applicable
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
95,840 shares
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.14%
14. TYPE OF REPORTING PERSON
IN
(Page 2 of 5 Pages)
The purpose of this Amendment No. 1 to the previously filed Schedule 13D
is to report additional shares acquired by Mr. George R. Rouse (the "Reporting
Person") and to report that the ownership of the Reporting Person in the
common stock of Great American Bancorp, Inc. (the "Company") has increased
from 6.25% to 8.14% of the common shares outstanding.
Item 1. Security and Issuer.
No change.
Item 2. Identity and Background.
No change.
Item 3. Source and Amount of Funds or Other Consideration.
As of the date hereof, the Reporting Person is deemed to beneficially own
95,840 shares, including 9,775 shares purchased from the Company in an initial
public offering pursuant to a stock subscription and held in an Individual
Retirement Account, 25,160 shares purchased in open market transactions held
in an Individual Retirement Account, 15,546 shares beneficially owned by the
Reporting Person held by the trustee pursuant to the First Federal Savings
Bank Employee Stock Ownership Plan ("ESOP"), 200 shares held jointly by the
Reporting Person's spouse and children, 4,104 shares representing unvested
stock awards granted under the 1995 Great American Bancorp, Inc. Incentive
Plan ("Incentive Plan") and 41,055 additional shares representing shares
underlying options granted under the Incentive Plan that are currently
exercisable or exercisable within 60 days. The amount of consideration
($427,954) used to acquire the total 35,135 of purchased shares was derived
from personal funds of the Reporting Person.
A schedule of the shares, dates, and the prices per share acquired by
the Reporting Person since the most recent filing on Schedule 13D is attached
and marked as Exhibit 1 to Item 3.
Item 4. Purpose of Transaction.
No change.
Item 5. Interest in Securities of Issuer
(a) The Reporting Person beneficially owns 95,840 shares, representing
8.14% of the outstanding shares of the Company based upon outstanding shares
as of March 31, 2000 of 1,176,915. The beneficially owned shares include
4,104 shares representing unvested stock awards granted under the Incentive
Plan and 41,055 shares underlying stock options granted under the Incentive
Plan which are currently exercisable or exercisable within 60 days.
(b) The Reporting Person has the sole power to vote and to dispose of
the shares referred to in Item 5(a) with the exception of unvested stock
awards, which may be voted as instructed by the Reporting Person, but which
may not be disposed of until they are vested.
(c) Except as reported in Item 3 hereof, there has been no transaction
in the Common Stock of the Company effected during the past sixty (60) days by
the Reporting Person.
(d) With the exception of the Trustee for the trust holding unvested
stock awards and the trustee for the Employee Stock Ownership Plan Trust, each
of which has certain powers with respect to stock held in trust as provided by
their respective trust agreements and respective plan documents, no 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, the securities
referred in Item 5(a).
(e) Not applicable.
(Page 3 of 5 Pages)
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of
the Issuer.
No change.
Item 7. Material to be Filed as Exhibits
A schedule detailing dates, shares purchased, and price per share of
securities acquired by the Reporting Person since the most recent filing on
Schedule 13D is filed herewith as Exhibit 1 to Item 3.
The Company's 1995 Incentive Plan disclosed in Item 6 is incorporated by
reference into this document from the Company's Registration Statement on Form
S-8 filed with the SEC on May 23, 1996 file number 333-04491.
SIGNATURES
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.
May 1, 2000 /s/ George R. Rouse
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Date Signature
George R. Rouse, President and CEO
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Name/Title
(Page 4 of 5 Pages)
SCHEDULE 13D
EXHIBIT 1 TO ITEM 3
George R. Rouse
Price per Share
No. of Shares (Excluding Where How
Date Purchased (Sold) commissions) Transacted Transacted
- ---- --------------- --------------- ---------- ----------
Non-Derivative Shares Acquired (Sold), Indirect Ownership:
12/31/98 2,999 N/A GABI (1)
02/14/99 4,106 N/A GABI (2)
02/14/99 (4,106) 14.50 OTC (3)
04/15/99 200 15.50 OTC (3)
07/23/99 315 14.75 OTC (3)
10/22/99 275 13.50 OTC (3)
12/31/99 2,649 N/A GABI (1)
01/24/00 400 12.75 OTC (3)
02/14/00 4,106 N/A GABI (2)
02/14/00 (4,106) 11.375 OTC (3)
04/14/00 300 13.00 OTC (3)
Non-Derivative Shares, Indirect Ownership:
02/14/97 4,104 N/A GABI (4)
Derivative Shares, Direct Ownership:
02/14/00 10,263 14.00 GABI (5)
( 1) Shares allocated to the Reporting Person held by the trustee of the First
Federal Savings Bank Employee Stock Ownership Plan.
( 2) Shares acquired on the dates indicated as stock awards pursuant to the
1995 Great American Bancorp, Inc. Incentive Plan.
(3) Transactions effected in the over-the-counter market ("OTC") through
standard brokerage accounts. Shares purchased by the Reporting Person are
held in an Individual Retirement Account.
(4) Shares represent unvested stock awards granted under the 1995 Great
American Bancorp, Inc. Incentive Plan which vest at a rate of 20% per year
beginning on February 14, 1997.
(5) Shares represent options granted under the 1995 Great American Bancorp,
Inc. Incentive Plan which vested on February 14, 2000.
(Page 5 of 5 Pages)
