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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 3) *
KENTUCKY FIRST BANCORP, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
491290 10 2
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(CUSIP Number)
N/A
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(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)
[x] 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>
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CUSIP No. 491290 10 2 13G Page 2 of 8 Pages
1. NAMES OF REPORTING PERSONS
Kentucky First Bancorp, Inc. Employee Stock Ownership Plan
Trust
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
61-1287325
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ X ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Commonwealth of Kentucky
Number of shares beneficially owned by each reporting person
with:
5. SOLE VOTING POWER 0
6. SHARED VOTING POWER 109,624
7. SOLE DISPOSITIVE POWER 0
8. SHARED DISPOSITIVE POWER 109,624
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 109,624
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN
SHARES* [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.2%
12. TYPE OF REPORTING PERSON* EP
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CUSIP No. 491290 10 2 13G Page 3 of 8 Pages
1. NAMES OF REPORTING PERSONS:
Wilbur H. Wilson
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
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 of America
Number of shares beneficially owned by each reporting person
with:
5. SOLE VOTING POWER 17,852
6. SHARED VOTING POWER 121,897
7. SOLE DISPOSITIVE POWER 17,852
8. SHARED DISPOSITIVE POWER 126,821
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 144,673
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 12.1%
12. TYPE OF REPORTING PERSON: IN
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CUSIP No. 491290 10 2 13G Page 4 of 8 Pages
1. NAMES OF REPORTING PERSONS:
William D. Morris
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
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 of America
Number of shares beneficially owned be each reporting person
with:
5. SOLE VOTING POWER 16,210
6. SHARED VOTING POWER 143,037
7. SOLE DISPOSITIVE POWER 16,210
8. SHARED DISPOSITIVE POWER 147,961
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 164,171
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.7%
12. TYPE OF REPORTING PERSON* IN
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CUSIP No. 491290 10 2 13G Page 5 of 8 Pages
1. NAMES OF REPORTING PERSONS:
Milton G. Rees
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
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 of America
Number of shares beneficially owned by each reporting person
with:
5. SOLE VOTING POWER 24,408
6. SHARED VOTING POWER 106,922
7. SOLE DISPOSITIVE POWER 24,408
8. SHARED DISPOSITIVE POWER 111,846
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 136,254
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 11.4%
12. TYPE OF REPORTING PERSON: IN
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Page 6 of 8 Pages
ITEM 1(a) NAME OF ISSUER:
Kentucky First Bancorp, Inc.
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
306 North Main Street
Cynthiana, Kentucky 41031-1210
ITEM 2(a) NAME OF PERSON(S) FILING:
Kentucky First Bancorp, Inc. Employee Stock Ownership
Plan Trust("ESOP"), and the following individuals who
serve as its trustees: Wilbur H. Wilson, William D.
Morris, and Milton G. Rees.
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
Same as Item 1(b).
ITEM 2(c) CITIZENSHIP:
See Row 4 of the second part of the cover page
provided for each reporting person.
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.01 per share.
ITEM 2(e) CUSIP NUMBER:
See the upper left corner of the second part of the
cover page provided for each reporting person.
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:
(f) [x] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
If this statement is filed pursuant to Rule 13d-1 (c),
check this box. [x]
Items (a), (b), (c), (d), (e), (g), (h), (i), and (j) are
not applicable. This Schedule 13G is being filed on behalf of
the ESOP identified in Item 2(a), filing under the Item 3(f)
classification, and by each trustee of the trust established
pursuant to the ESOP, filing pursuant to Rule 13d-1(c) and
applicable SEC no-action letters.<PAGE>
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Page 7 of 8 Pages
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned: See Row 9 of the second
part of the cover page provided for each reporting
person.
(b) Percent of Class: See Row 11 of the second part of
the cover page provided for each reporting person.
(c) See Rows 5, 6, 7, and 8 of the second part of the
cover page provided for each reporting person.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
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: [ ]
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON.
Kentucky First Bancorp, Inc., in its capacity as the ESOP
Committee, has the power determine whether dividends on allocated
shares that are paid to the ESOP trust are distributed to
participants or are used to repay the ESOP loan.
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. CERTIFICATION.
By signing below, each signatory in the capacity of an
ESOP trustee certifies that, to the best of his 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.
By signing below, each signatory in his individual
capacity certifies that, to the best of his 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.
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Page 8 of 8 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.
KENTUCKY FIRST BANCORP, INC.
EMPLOYEE STOCK OWNERSHIP PLAN
By Its Trustees:
/s/ Wilbur H. Wilson December 31, 1998
__________________________________ _________________
Wilbur H. Wilson, as Trustee Date
/s/ William D. Morris December 29, 1998
__________________________________ _________________
William D. Morris, as Trustee Date
/s/ Milton G. Rees January 8, 1999
__________________________________ _________________
Milton G. Rees, as Trustee Date
/s/ Wilbur H. Wilson December 31, 1998
_________________________________________ _________________
Wilbur H. Wilson, as an Individual Date
Stockholder
/s/ William D. Morris December 29, 1998
_________________________________________ _________________
William D. Morris, as an Individual Date
Stockholder
/s/ Milton G. Rees January 8, 1999
_________________________________________ _________________
Milton G. Rees, as an Individual Date
Stockholder
